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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-3329

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

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:	December 31

Date of reporting period:	June 30, 2007

Item 1. Reports to Stockholders

Fidelity® Variable Insurance Products:
Equity-Income Portfolio

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit 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 Corp. or an affiliated company.

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

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

VIP Equity-Income Portfolio

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 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. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,086.80	$ 2.85
Hypothetical ^A	$ 1,000.00	$ 1,022.07	$ 2.76
Service Class
Actual	$ 1,000.00	$ 1,086.30	$ 3.36
Hypothetical ^A	$ 1,000.00	$ 1,021.57	$ 3.26
Service Class 2
Actual	$ 1,000.00	$ 1,085.20	$ 4.14
Hypothetical ^A	$ 1,000.00	$ 1,020.83	$ 4.01
Service Class 2R
Actual	$ 1,000.00	$ 1,085.60	$ 4.14
Hypothetical ^A	$ 1,000.00	$ 1,020.83	$ 4.01
Investor Class
Actual	$ 1,000.00	$ 1,086.20	$ 3.41
Hypothetical ^A	$ 1,000.00	$ 1,021.52	$ 3.31

^A 5% return per year before expenses

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

	Annualized Expense Ratio
Initial Class	.55%
Service Class	.65%
Service Class 2	.80%
Service Class 2R	.80%
Investor Class	.66%

Semiannual Report

VIP Equity-Income Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Exxon Mobil Corp.	5.5	5.4
AT&T, Inc.	4.3	2.2
Bank of America Corp.	3.0	3.2
American International Group, Inc.	2.5	2.7
Citigroup, Inc.	2.3	2.6
JPMorgan Chase & Co.	2.2	2.3
Pfizer, Inc.	1.8	1.8
Chevron Corp.	1.6	1.4
General Electric Co.	1.4	1.4
Fannie Mae	1.3	1.3
	25.9
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	27.0	28.8
Energy	14.8	12.9
Consumer Discretionary	10.8	12.0
Industrials	10.5	9.7
Information Technology	9.9	9.1

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Stocks 98.8%			Stocks 98.7%
	Bonds 0.9%			Bonds 0.9%
	Short-Term Investments and Net Other Assets 0.3%			Short-Term Investments and Net Other Assets 0.4%
* Foreign investments		9.3%	** Foreign investments		9.6%

VIP Equity-Income Portfolio

VIP Equity-Income Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%
	Shares		Value
CONSUMER DISCRETIONARY - 10.2%
Auto Components - 0.3%
American Axle & Manufacturing Holdings, Inc.	101,374		$ 3,002,698
The Goodyear Tire & Rubber Co. (a)	881,100		30,627,036
			33,629,734
Automobiles - 1.1%
General Motors Corp. (d)	329,800		12,466,440
Hyundai Motor Co.	205,150		16,210,373
Monaco Coach Corp.	446,650		6,409,428
Peugeot Citroen SA	277,800		22,475,757
Renault SA	117,501		18,957,472
Toyota Motor Corp. sponsored ADR	411,500		51,799,620
Winnebago Industries, Inc.	349,700		10,323,144
			138,642,234
Diversified Consumer Services - 0.3%
H&R Block, Inc.	640,670		14,972,458
Service Corp. International	1,547,200		19,773,216
			34,745,674
Hotels, Restaurants & Leisure - 0.3%
McDonald's Corp.	356,200		18,080,712
Wyndham Worldwide Corp. (a)	440,402		15,968,977
			34,049,689
Household Durables - 1.5%
Beazer Homes USA, Inc.	559,700		13,807,799
Black & Decker Corp.	230,000		20,311,300
Centex Corp.	177,000		7,097,700
KB Home	226,400		8,913,368
Lennar Corp. Class A	674,700		24,667,032
Newell Rubbermaid, Inc.	344,300		10,132,749
The Stanley Works	368,230		22,351,561
Whirlpool Corp.	705,634		78,466,501
			185,748,010
Internet & Catalog Retail - 0.2%
Liberty Media Corp. New - Interactive Series A (a)	855,769		19,109,322
Leisure Equipment & Products - 0.5%
Brunswick Corp.	775,657		25,309,688
Eastman Kodak Co.	1,379,800		38,399,834
			63,709,522
Media - 3.8%
Citadel Broadcasting Corp.	1,018,363		6,568,441
Clear Channel Communications, Inc.	2,882,000		108,997,240
Comcast Corp. Class A	2,325,636		65,396,884
Gannett Co., Inc.	533,900		29,337,805
News Corp. Class B	917,304		21,042,954
The McClatchy Co. Class A (d)	805,565		20,388,850
The New York Times Co. Class A (d)	1,244,344		31,606,338
The Walt Disney Co.	700,100		23,901,414

	Shares		Value
Time Warner Cable, Inc. (a)	395,800		$ 15,503,486
Time Warner, Inc.	5,461,050		114,900,492
Viacom, Inc. Class B (non-vtg.) (a)	466,379		19,415,358
Virgin Media, Inc.	778,187		18,964,417
			476,023,679
Multiline Retail - 0.8%
Family Dollar Stores, Inc.	744,200		25,540,944
Macy's, Inc.	1,037,500		41,271,750
Retail Ventures, Inc. (a)	488,500		7,879,505
Sears Holdings Corp. (a)	100,700		17,068,650
Tuesday Morning Corp. (d)	532,023		6,575,804
			98,336,653
Specialty Retail - 1.3%
AnnTaylor Stores Corp. (a)	288,391		10,214,809
Chico's FAS, Inc. (a)	994,100		24,196,394
Gap, Inc.	1,009,100		19,273,810
Home Depot, Inc.	2,223,900		87,510,465
RadioShack Corp.	270,514		8,964,834
Williams-Sonoma, Inc.	567,800		17,931,124
			168,091,436
Textiles, Apparel & Luxury Goods - 0.1%
Liz Claiborne, Inc.	414,315		15,453,950
TOTAL CONSUMER DISCRETIONARY			1,267,539,903
CONSUMER STAPLES - 5.1%
Beverages - 0.6%
Anheuser-Busch Companies, Inc.	1,126,100		58,737,376
Heineken NV (Bearer)	338,554		19,805,409
			78,542,785
Food & Staples Retailing - 1.6%
CVS Caremark Corp.	1,150,100		41,921,145
Rite Aid Corp. (a)	2,053,168		13,099,212
Wal-Mart Stores, Inc.	2,849,600		137,094,256
Winn-Dixie Stores, Inc. (a)	141,811		4,155,062
			196,269,675
Food Products - 0.8%
Hershey Co.	521,600		26,403,392
Kraft Foods, Inc. Class A	584,254		20,594,954
Marine Harvest ASA (a)	18,535,000		20,178,169
Tyson Foods, Inc. Class A	1,175,200		27,076,608
			94,253,123
Household Products - 0.7%
Colgate-Palmolive Co.	520,100		33,728,485
Kimberly-Clark Corp.	299,100		20,006,799
Procter & Gamble Co.	603,442		36,924,616
			90,659,900
Personal Products - 0.7%
Avon Products, Inc.	2,310,070		84,895,073
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Tobacco - 0.7%
Altria Group, Inc.	1,328,705		$ 93,195,369
TOTAL CONSUMER STAPLES			637,815,925
ENERGY - 14.8%
Energy Equipment & Services - 3.3%
Baker Hughes, Inc.	1,364,100		114,761,733
Halliburton Co.	1,475,795		50,914,928
Nabors Industries Ltd. (a)	1,149,613		38,374,082
Noble Corp.	579,200		56,483,584
Schlumberger Ltd. (NY Shares)	1,757,057		149,244,422
			409,778,749
Oil, Gas & Consumable Fuels - 11.5%
Apache Corp.	556,080		45,370,567
BP PLC sponsored ADR	131,000		9,450,340
Chevron Corp.	2,302,042		193,924,018
ConocoPhillips	1,823,700		143,160,450
EOG Resources, Inc.	698,400		51,025,104
Exxon Mobil Corp.	8,219,836		689,479,839
Hess Corp.	751,900		44,332,024
Lukoil Oil Co. sponsored ADR	266,100		20,157,075
Occidental Petroleum Corp.	1,065,300		61,659,564
Royal Dutch Shell PLC Class A sponsored ADR	76,900		6,244,280
Spectra Energy Corp.	434,800		11,287,408
Total SA sponsored ADR	1,022,833		82,829,016
Valero Energy Corp.	783,920		57,900,331
Williams Companies, Inc.	531,500		16,806,030
			1,433,626,046
TOTAL ENERGY			1,843,404,795
FINANCIALS - 27.0%
Capital Markets - 3.9%
Ameriprise Financial, Inc.	464,902		29,553,820
Ares Capital Corp.	532,091		8,965,733
Bank of New York Co., Inc.	2,402,900		99,576,176
KKR Private Equity Investors, LP	652,400		14,679,000
KKR Private Equity Investors, LP Restricted Depositary Units (e)	674,100		15,167,250
Mellon Financial Corp.	1,246,800		54,859,200
Merrill Lynch & Co., Inc.	1,163,600		97,253,688
Morgan Stanley	1,544,100		129,519,108
State Street Corp.	454,153		31,064,065
			480,638,040
Commercial Banks - 4.7%
Associated Banc-Corp.	240,256		7,856,371
Barclays PLC Sponsored ADR	657,400		36,676,346

	Shares		Value
Fifth Third Bancorp (d)	396,588		$ 15,772,305
HSBC Holdings PLC sponsored ADR (d)	636,100		58,374,897
KeyCorp (d)	695,100		23,862,783
Lloyds TSB Group PLC	2,021,000		22,564,538
Marshall & Ilsley Corp.	434,500		20,695,235
PNC Financial Services Group, Inc.	660,214		47,258,118
Royal Bank of Scotland Group PLC	1,712,964		21,773,953
U.S. Bancorp, Delaware	1,414,138		46,595,847
Wachovia Corp.	3,024,857		155,023,921
Wells Fargo & Co.	3,786,600		133,174,722
			589,629,036
Consumer Finance - 0.3%
American Express Co.	632,796		38,714,459
Diversified Financial Services - 7.7%
Bank of America Corp.	7,585,577		370,858,860
Citigroup, Inc.	5,676,219		291,133,273
FirstRand Ltd.	6,838,225		21,866,530
JPMorgan Chase & Co.	5,558,512		269,309,906
			953,168,569
Insurance - 7.4%
ACE Ltd.	1,783,596		111,510,422
AFLAC, Inc.	264,800		13,610,720
Allianz AG sponsored ADR	1,012,100		23,551,567
Allstate Corp.	988,200		60,784,182
American International Group, Inc.	4,472,550		313,212,677
Hartford Financial Services Group, Inc.	789,200		77,744,092
MetLife, Inc. unit	786,400		25,447,904
Montpelier Re Holdings Ltd.	1,344,500		24,927,030
PartnerRe Ltd.	554,224		42,952,360
Swiss Reinsurance Co. (Reg.)	306,791		28,102,417
The Travelers Companies, Inc.	2,309,746		123,571,411
Willis Group Holdings Ltd.	937,000		41,284,220
XL Capital Ltd. Class A	449,671		37,902,769
			924,601,771
Real Estate Investment Trusts - 0.5%
Annaly Capital Management, Inc.	552,800		7,971,376
Developers Diversified Realty Corp.	367,400		19,365,654
Health Care Property Investors, Inc.	746,600		21,599,138
Senior Housing Properties Trust (SBI)	370,956		7,548,955
			56,485,123
Thrifts & Mortgage Finance - 2.5%
Countrywide Financial Corp.	536,410		19,498,504
Fannie Mae	2,556,210		166,997,199
Freddie Mac	1,148,000		69,683,600
MGIC Investment Corp.	551,652		31,366,933
New York Community Bancorp, Inc.	895,500		15,241,410
People's United Financial, Inc.	243,300		4,313,709
			307,101,355
TOTAL FINANCIALS			3,350,338,353
Common Stocks - continued
	Shares		Value
HEALTH CARE - 6.9%
Biotechnology - 0.4%
Amgen, Inc. (a)	791,422		$ 43,757,722
Health Care Equipment & Supplies - 0.4%
Baxter International, Inc.	750,332		42,273,705
Medtronic, Inc.	251,300		13,032,418
			55,306,123
Health Care Providers & Services - 0.2%
Omnicare, Inc.	256,200		9,238,572
UnitedHealth Group, Inc.	421,647		21,563,028
			30,801,600
Pharmaceuticals - 5.9%
Bristol-Myers Squibb Co.	1,993,700		62,921,172
Eli Lilly & Co.	176,600		9,868,408
Johnson & Johnson	1,752,000		107,958,240
Merck & Co., Inc.	2,058,200		102,498,360
Pfizer, Inc.	8,868,800		226,775,216
Schering-Plough Corp.	3,138,930		95,549,029
Wyeth	2,127,900		122,013,786
			727,584,211
TOTAL HEALTH CARE			857,449,656
INDUSTRIALS - 10.4%
Aerospace & Defense - 2.3%
General Dynamics Corp.	297,700		23,286,094
Honeywell International, Inc.	2,083,925		117,283,299
Lockheed Martin Corp.	506,300		47,658,019
Northrop Grumman Corp.	203,100		15,815,397
The Boeing Co.	88,700		8,529,392
United Technologies Corp.	1,060,140		75,195,730
			287,767,931
Air Freight & Logistics - 0.2%
United Parcel Service, Inc. Class B	389,200		28,411,600
Building Products - 0.2%
Masco Corp.	1,091,700		31,080,699
Commercial Services & Supplies - 0.4%
Cintas Corp.	174,700		6,888,421
Equifax, Inc.	110,481		4,907,566
Waste Management, Inc.	826,200		32,263,110
			44,059,097
Electrical Equipment - 0.4%
Emerson Electric Co.	953,000		44,600,400
Industrial Conglomerates - 3.4%
3M Co.	940,900		81,660,711
General Electric Co.	4,521,890		173,097,949
Textron, Inc.	232,200		25,567,542
Tyco International Ltd.	4,253,346		143,720,561
			424,046,763

	Shares		Value
Machinery - 2.7%
Briggs & Stratton Corp. (d)	974,888		$ 30,767,465
Bucyrus International, Inc. Class A	132,800		9,399,584
Caterpillar, Inc.	366,000		28,657,800
Deere & Co.	125,000		15,092,500
Dover Corp.	1,091,300		55,819,995
Eaton Corp.	233,100		21,678,300
Illinois Tool Works, Inc.	337,300		18,278,287
Ingersoll-Rand Co. Ltd. Class A	778,388		42,671,230
Navistar International Corp. (a)	293,095		19,344,270
SPX Corp.	1,052,889		92,454,183
			334,163,614
Road & Rail - 0.8%
Burlington Northern Santa Fe Corp.	776,800		66,136,752
Laidlaw International, Inc.	201,200		6,951,460
Union Pacific Corp.	251,600		28,971,740
			102,059,952
TOTAL INDUSTRIALS			1,296,190,056
INFORMATION TECHNOLOGY - 9.8%
Communications Equipment - 1.4%
Alcatel-Lucent SA sponsored ADR (d)	3,041,922		42,586,908
Cisco Systems, Inc. (a)	2,140,400		59,610,140
Harris Corp.	555,800		30,318,890
Lucent Technologies, Inc. warrants 12/10/07 (a)	8,328		1,416
Motorola, Inc.	1,673,712		29,624,702
Nortel Networks Corp. (a)	308,740		7,442,800
			169,584,856
Computers & Peripherals - 2.8%
EMC Corp. (a)	2,994,200		54,195,020
Hewlett-Packard Co.	2,784,911		124,262,729
Imation Corp.	536,760		19,784,974
International Business Machines Corp.	1,225,800		129,015,450
Sun Microsystems, Inc. (a)	3,352,675		17,635,071
			344,893,244
Electronic Equipment & Instruments - 1.0%
Agilent Technologies, Inc. (a)	864,800		33,242,912
Arrow Electronics, Inc. (a)	730,600		28,076,958
Avnet, Inc. (a)	799,930		31,709,225
Solectron Corp. (a)	5,354,600		19,704,928
Tektronix, Inc.	452,007		15,250,716
			127,984,739
Internet Software & Services - 0.2%
Google, Inc. Class A (sub. vtg.) (a)	33,880		17,732,114
VeriSign, Inc. (a)	240,400		7,627,892
			25,360,006
IT Services - 0.3%
MoneyGram International, Inc.	840,700		23,497,565
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
IT Services - continued
The Western Union Co.	621,300		$ 12,941,679
Unisys Corp. (a)	932,000		8,518,480
			44,957,724
Office Electronics - 0.4%
Xerox Corp. (a)	2,722,235		50,306,903
Semiconductors & Semiconductor Equipment - 2.6%
Analog Devices, Inc.	1,282,800		48,284,592
Applied Materials, Inc.	2,485,400		49,384,898
Intel Corp.	4,930,100		117,139,176
LSI Corp. (a)	1,413,200		10,613,132
Micron Technology, Inc. (a)	1,341,600		16,810,248
National Semiconductor Corp.	2,100,247		59,373,983
Teradyne, Inc. (a)	1,115,000		19,601,700
Verigy Ltd.	153,559		4,393,323
			325,601,052
Software - 1.1%
Microsoft Corp.	3,073,500		90,576,045
Oracle Corp. (a)	688,100		13,562,451
Symantec Corp. (a)	1,418,833		28,660,427
			132,798,923
TOTAL INFORMATION TECHNOLOGY			1,221,487,447
MATERIALS - 3.4%
Chemicals - 1.9%
Air Products & Chemicals, Inc.	593,700		47,715,669
Arkema (a)	12,180		799,329
Arkema sponsored ADR (a)	224,254		14,576,510
Bayer AG sponsored ADR	255,900		19,269,270
Celanese Corp. Class A	672,400		26,075,672
Chemtura Corp.	2,736,764		30,405,448
Dow Chemical Co.	672,800		29,751,216
E.I. du Pont de Nemours & Co.	492,900		25,059,036
Georgia Gulf Corp. (d)	759,800		13,759,978
H.B. Fuller Co.	370,550		11,075,740
PolyOne Corp. (a)	1,185,313		8,522,400
Rohm & Haas Co.	166,256		9,090,878
			236,101,146
Containers & Packaging - 0.3%
Smurfit-Stone Container Corp.	2,661,672		35,426,854
Metals & Mining - 1.0%
Alcan, Inc.	480,800		39,222,267
Alcoa, Inc.	1,793,971		72,709,645
Century Aluminum Co. (a)	164,000		8,959,320
			120,891,232

	Shares		Value
Paper & Forest Products - 0.2%
Weyerhaeuser Co.	301,800		$ 23,821,074
TOTAL MATERIALS			416,240,306
TELECOMMUNICATION SERVICES - 7.2%
Diversified Telecommunication Services - 6.3%
AT&T, Inc.	12,768,769		529,903,914
Qwest Communications International, Inc. (a)	5,583,100		54,156,070
Telkom SA Ltd. sponsored ADR (d)	319,375		32,177,031
Verizon Communications, Inc.	3,886,402		160,003,170
			776,240,185
Wireless Telecommunication Services - 0.9%
Sprint Nextel Corp.	3,573,300		74,003,043
Vodafone Group PLC sponsored ADR	1,192,687		40,110,064
			114,113,107
TOTAL TELECOMMUNICATION SERVICES			890,353,292
UTILITIES - 3.3%
Electric Utilities - 1.2%
Duke Energy Corp.	869,700		15,915,510
Entergy Corp.	600,300		64,442,205
Exelon Corp.	648,700		47,095,620
PPL Corp.	458,600		21,457,894
			148,911,229
Gas Utilities - 0.0%
AGL Resources, Inc.	124,300		5,031,664
Independent Power Producers & Energy Traders - 0.7%
AES Corp. (a)	1,581,700		34,607,596
TXU Corp.	753,840		50,733,432
			85,341,028
Multi-Utilities - 1.4%
Dominion Resources, Inc.	568,000		49,024,080
Public Service Enterprise Group, Inc.	897,900		78,817,662
Wisconsin Energy Corp.	878,300		38,847,209
			166,688,951
TOTAL UTILITIES			405,972,872
TOTAL COMMON STOCKS (Cost $8,134,130,033)		12,186,792,605
Convertible Preferred Stocks - 0.7%

CONSUMER DISCRETIONARY - 0.3%
Automobiles - 0.2%
Ford Motor Co. Capital Trust II 6.50%	429,300		16,420,725
General Motors Corp.:
Series B, 5.25%	381,400		8,348,846
Series C, 6.25%	265,400		6,587,228
			31,356,799
Convertible Preferred Stocks - continued
	Shares		Value
CONSUMER DISCRETIONARY - continued
Hotels, Restaurants & Leisure - 0.1%
Six Flags, Inc. 7.25% PIERS	384,900		$ 9,237,600
TOTAL CONSUMER DISCRETIONARY			40,594,399
HEALTH CARE - 0.1%
Pharmaceuticals - 0.1%
Schering-Plough Corp. 6.00%	167,100		11,459,718
MATERIALS - 0.3%
Chemicals - 0.0%
Celanese Corp. 4.25%	67,100		3,363,052
Metals & Mining - 0.3%
Freeport-McMoRan Copper & Gold, Inc. 6.75%	220,100		28,224,964
TOTAL MATERIALS			31,588,016
TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $78,832,069)		83,642,133

Corporate Bonds - 0.9%
	Principal Amount
Convertible Bonds - 0.8%
CONSUMER DISCRETIONARY - 0.3%
Automobiles - 0.1%
Ford Motor Co. 4.25% 12/15/36	$ 9,770,000		12,234,971
Hotels, Restaurants & Leisure - 0.0%
Six Flags, Inc. 4.5% 5/15/15	3,640,000		4,254,250
Media - 0.2%
Liberty Media Corp.:
4% 11/15/29 (e)	1,740,000		1,170,150
3.5% 1/15/31 (e)	9,546,178		9,441,322
News America, Inc. liquid yield option note 0% 2/28/21 (e)	22,670,000		13,460,313
			24,071,785
TOTAL CONSUMER DISCRETIONARY			40,561,006
INDUSTRIALS - 0.1%
Airlines - 0.1%
UAL Corp. 4.5% 6/30/21 (e)	8,680,000		11,736,228
INFORMATION TECHNOLOGY - 0.1%
Semiconductors & Semiconductor Equipment - 0.1%
Advanced Micro Devices, Inc. 6% 5/1/15 (e)	13,250,000		12,753,125
TELECOMMUNICATION SERVICES - 0.3%
Diversified Telecommunication Services - 0.3%
Level 3 Communications, Inc.:
3.5% 6/15/12	6,220,000		7,848,396

	Principal Amount		Value
5.25% 12/15/11 (e)	$ 11,850,000		$ 18,917,577
5.25% 12/15/11	3,930,000		6,273,931
			33,039,904
TOTAL CONVERTIBLE BONDS			98,090,263
Nonconvertible Bonds - 0.1%
MATERIALS - 0.1%
Chemicals - 0.1%
Hercules, Inc. 6.5% 6/30/29 unit	15,700,000		13,714,152
TOTAL CORPORATE BONDS (Cost $97,956,891)		111,804,415

Money Market Funds - 1.1%
	Shares
Fidelity Cash Central Fund, 5.32% (b)	183,475		183,475
Fidelity Securities Lending Cash Central Fund, 5.4% (b)(c)	142,536,363		142,536,363
TOTAL MONEY MARKET FUNDS (Cost $142,719,838)		142,719,838
TOTAL INVESTMENT PORTFOLIO - 100.8% (Cost $8,453,638,831)			12,524,958,991
NET OTHER ASSETS - (0.8)%			(95,996,170)
NET ASSETS - 100%		$ 12,428,962,821

Security Type Abbreviations
PIERS	-	Preferred Income Equity Redeemable Securities

Legend

(a) Non-income producing

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

(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 $82,645,965 or 0.7% of net assets.

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	$ 492,757
Fidelity Securities Lending Cash Central Fund	1,107,625
Total	$ 1,600,382

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

VIP Equity-Income Portfolio

VIP Equity-Income Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $138,407,373) - See accompanying schedule: Unaffiliated issuers (cost $8,310,918,993)	$ 12,382,239,153
Fidelity Central Funds (cost $142,719,838)	142,719,838
Total Investments (cost $8,453,638,831)		$ 12,524,958,991
Receivable for investments sold		62,267,354
Receivable for fund shares sold		2,249,201
Dividends receivable		13,562,774
Interest receivable		832,752
Distributions receivable from Fidelity Central Funds		199,810
Prepaid expenses		24,690
Other receivables		272,713
Total assets		12,604,368,285

Liabilities
Payable to custodian bank	$ 12,465
Payable for investments purchased	912,542
Payable for fund shares redeemed	9,433,352
Accrued management fee	4,805,791
Distribution fees payable	658,479
Notes payable to affiliates	15,480,000
Other affiliated payables	838,579
Other payables and accrued expenses	727,893
Collateral on securities loaned, at value	142,536,363
Total liabilities		175,405,464

Net Assets		$ 12,428,962,821
Net Assets consist of:
Paid in capital		$ 7,856,056,048
Undistributed net investment income		94,193,771
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		407,392,831
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		4,071,320,171
Net Assets		$ 12,428,962,821

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($8,370,999,959 ÷ 294,564,922 shares)		$ 28.42

Service Class: Net Asset Value, offering price and redemption price per share ($1,105,767,699 ÷ 39,064,248 shares)		$ 28.31

Service Class 2: Net Asset Value, offering price and redemption price per share ($2,686,602,910 ÷ 95,880,097 shares)		$ 28.02

Service Class 2R: Net Asset Value, offering price and redemption price per share ($17,477,386 ÷ 626,945 shares)		$ 27.88

Investor Class: Net Asset Value, offering price and redemption price per share ($248,114,867 ÷ 8,752,631 shares)		$ 28.35

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

Semiannual Report

VIP Equity-Income Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 131,745,692
Interest		2,241,578
Income from Fidelity Central Funds (including $1,107,625 from security lending)		1,600,382
Total income		135,587,652

Expenses
Management fee	$ 28,102,953
Transfer agent fees	4,167,458
Distribution fees	3,729,095
Accounting and security lending fees	708,853
Custodian fees and expenses	107,978
Independent trustees' compensation	18,848
Appreciation in deferred trustee compensation account	464
Audit	67,405
Legal	28,777
Interest	44,952
Miscellaneous	214,298
Total expenses before reductions	37,191,081
Expense reductions	(43,882)	37,147,199
Net investment income (loss)		98,440,453
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	435,192,096
Foreign currency transactions	59,012
Total net realized gain (loss)		435,251,108
Change in net unrealized appreciation (depreciation) on: Investment securities	477,461,044
Assets and liabilities in foreign currencies	(78)
Total change in net unrealized appreciation (depreciation)		477,460,966
Net gain (loss)		912,712,074
Net increase (decrease) in net assets resulting from operations		$ 1,011,152,527

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 98,440,453	$ 188,261,885
Net realized gain (loss)	435,251,108	828,311,746
Change in net unrealized appreciation (depreciation)	477,460,966	1,034,331,156
Net increase (decrease) in net assets resulting from operations	1,011,152,527	2,050,904,787
Distributions to shareholders from net investment income	(4,559,932)	(361,533,412)
Distributions to shareholders from net realized gain	(18,239,730)	(1,350,709,216)
Total distributions	(22,799,662)	(1,712,242,628)
Share transactions - net increase (decrease)	(553,082,248)	928,687,527
Redemption fees	1,977	4,203
Total increase (decrease) in net assets	435,272,594	1,267,353,889

Net Assets
Beginning of period	11,993,690,227	10,726,336,338
End of period (including undistributed net investment income of $94,193,771 and undistributed net investment income of $6,057,687, respectively)	$ 12,428,962,821	$ 11,993,690,227

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

VIP Equity-Income Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 26.20	$ 25.49	$ 25.37	$ 23.18	$ 18.16	$ 22.75
Income from Investment Operations
Net investment income (loss) ^E	.23	.45	.42	.40	.36	.34
Net realized and unrealized gain (loss)	2.04	4.37	1.00	2.24	5.01	(4.08)
Total from investment operations	2.27	4.82	1.42	2.64	5.37	(3.74)
Distributions from net investment income	(.01)	(.89)	(.41)	(.36)	(.35)	(.36)
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	(.49)
Total distributions	(.05)	(4.11)	(1.30)	(.45)	(.35)	(.85)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 28.42	$ 26.20	$ 25.49	$ 25.37	$ 23.18	$ 18.16
Total Return ^{B, C, D}	8.68%	20.19%	5.87%	11.53%	30.33%	(16.95)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.55% ^A	.57%	.56%	.58%	.57%	.57%
Expenses net of fee waivers, if any	.55% ^A	.57%	.56%	.58%	.57%	.57%
Expenses net of all reductions	.55% ^A	.56%	.55%	.57%	.56%	.56%
Net investment income (loss)	1.67% ^A	1.76%	1.71%	1.71%	1.83%	1.70%
Supplemental Data
Net assets, end of period (000 omitted)	$ 8,371,000	$ 8,315,159	$ 7,875,801	$ 8,689,829	$ 8,402,963	$ 6,895,940
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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. ^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds.^HExpense 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. ^IAmount represents less than $.01 per share.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 26.11	$ 25.39	$ 25.28	$ 23.11	$ 18.10	$ 22.67
Income from Investment Operations
Net investment income (loss) ^E	.21	.43	.39	.38	.34	.32
Net realized and unrealized gain (loss)	2.04	4.35	1.00	2.22	5.00	(4.06)
Total from investment operations	2.25	4.78	1.39	2.60	5.34	(3.74)
Distributions from net investment income	(.01)	(.84)	(.39)	(.34)	(.33)	(.34)
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	(.49)
Total distributions	(.05)	(4.06)	(1.28)	(.43)	(.33)	(.83)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 28.31	$ 26.11	$ 25.39	$ 25.28	$ 23.11	$ 18.10
Total Return ^{B, C, D}	8.63%	20.08%	5.76%	11.38%	30.22%	(17.00)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.65% ^A	.67%	.66%	.68%	.67%	.67%
Expenses net of fee waivers, if any	.65% ^A	.67%	.66%	.68%	.67%	.67%
Expenses net of all reductions	.64% ^A	.66%	.65%	.67%	.66%	.66%
Net investment income (loss)	1.57% ^A	1.66%	1.61%	1.61%	1.73%	1.60%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,105,768	$ 1,118,333	$ 1,079,838	$ 1,170,778	$ 1,071,483	$ 771,516
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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. ^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds.^HExpense 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. ^IAmount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 25.87	$ 25.17	$ 25.09	$ 22.96	$ 18.00	$ 22.59
Income from Investment Operations
Net investment income (loss) ^E	.19	.38	.35	.34	.31	.28
Net realized and unrealized gain (loss)	2.01	4.32	.98	2.21	4.97	(4.04)
Total from investment operations	2.20	4.70	1.33	2.55	5.28	(3.76)
Distributions from net investment income	(.01)	(.78)	(.36)	(.33)	(.32)	(.34)
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	(.49)
Total distributions	(.05)	(4.00)	(1.25)	(.42)	(.32)	(.83)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 28.02	$ 25.87	$ 25.17	$ 25.09	$ 22.96	$ 18.00
Total Return ^{B, C, D}	8.52%	19.93%	5.57%	11.23%	30.03%	(17.15)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.80% ^A	.82%	.81%	.83%	.82%	.83%
Expenses net of fee waivers, if any	.80% ^A	.82%	.81%	.83%	.82%	.83%
Expenses net of all reductions	.80% ^A	.82%	.80%	.82%	.81%	.82%
Net investment income (loss)	1.42% ^A	1.51%	1.46%	1.46%	1.58%	1.44%
Supplemental Data
Net assets, end of period (000 omitted)	$ 2,686,603	$ 2,373,059	$ 1,723,546	$ 1,420,999	$ 916,679	$ 403,632
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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. ^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds.^HExpense 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. ^IAmount represents less than $.01 per share.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 25.73	$ 25.08	$ 25.01	$ 22.91	$ 17.99	$ 21.82
Income from Investment Operations
Net investment income (loss) ^E	.19	.38	.35	.34	.31	.18
Net realized and unrealized gain (loss)	2.01	4.29	.99	2.20	4.96	(4.01)
Total from investment operations	2.20	4.67	1.34	2.54	5.27	(3.83)
Distributions from net investment income	(.01)	(.80)	(.38)	(.35)	(.35)	-
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	-
Total distributions	(.05)	(4.02)	(1.27)	(.44)	(.35)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 27.88	$ 25.73	$ 25.08	$ 25.01	$ 22.91	$ 17.99
Total Return ^{B, C, D}	8.56%	19.89%	5.61%	11.22%	30.05%	(17.55)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.80% ^A	.82%	.81%	.83%	.82%	.85% ^A
Expenses net of fee waivers, if any	.80% ^A	.82%	.81%	.83%	.82%	.85% ^A
Expenses net of all reductions	.80% ^A	.81%	.80%	.82%	.81%	.84% ^A
Net investment income (loss)	1.42% ^A	1.51%	1.46%	1.46%	1.57%	1.45% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 17,477	$ 17,089	$ 9,651	$ 5,617	$ 1,891	$ 471
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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.^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. ^HFor the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^IExpense 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. ^JAmount represents less than $.01 per share.

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

VIP Equity-Income Portfolio

Financial Highlights - Investor Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 26.15	$ 25.48	$ 24.46
Income from Investment Operations
Net investment income (loss) ^E	.21	.42	.17
Net realized and unrealized gain (loss)	2.04	4.36	.85
Total from investment operations	2.25	4.78	1.02
Distributions from net investment income	(.01)	(.89)	-
Distributions from net realized gain	(.04)	(3.22)	-
Total distributions	(.05)	(4.11)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-
Net asset value, end of period	$ 28.35	$ 26.15	$ 25.48
Total Return ^{B, C, D}	8.62%	20.04%	4.17%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.66% ^A	.69%	.74% ^A
Expenses net of fee waivers, if any	.66% ^A	.69%	.74% ^A
Expenses net of all reductions	.66% ^A	.69%	.73% ^A
Net investment income (loss)	1.56% ^A	1.63%	1.54% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 248,115	$ 170,050	$ 37,500
Portfolio turnover rate ^G	18% ^A	22%	19%

^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown.^ECalculated based on average shares outstanding during the period. ^FFees 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.^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. ^HFor the period July 21, 2005 (commencement of sale of shares) to December 31, 2005. ^IExpense 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. ^JAmount represents less than $.01 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

VIP Equity-Income Portfolio (the Fund) is a fund of Variable Insurance Products Fund (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 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, Service Class 2R 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 Fidelity Management & Research Company (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. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request. In addition, the financial statements of the Fidelity Central Funds are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

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.

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 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. 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.

VIP Equity-Income Portfolio

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 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, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. 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.

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. 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, 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 tax years in the three year period ended June 29, 2007, 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. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

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

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

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

Unrealized appreciation	$ 4,299,275,657
Unrealized depreciation	(237,163,672)
Net unrealized appreciation (depreciation)	$ 4,062,111,985
Cost for federal income tax purposes	$ 8,462,847,006

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

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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,110,685,624 and $1,590,126,744, 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 .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 annualized management fee rate was .46% of the Fund's average net assets.

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

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	$ 555,134
Service Class 2	3,152,870
Service Class 2R	21,091
	$ 3,729,095

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 their month end net assets. Investor Class pays a monthly asset-based transfer agent fee of .18% of its month end net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class	$ 2,763,995
Service Class	366,707
Service Class 2	839,086
Service Class 2R	5,607
Investor Class	192,063
	$ 4,167,458

VIP Equity-Income Portfolio

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 $3,569 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. Any open loans, including interest accrued, at period end are presented under the caption "Notes payable to affiliates" in the Fund's Statement of Assets and Liabilities. 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	$ 11,529,077	5.41%	$ 42,705

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 $14,568 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.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $14,545,000. The weighted average interest rate was 5.56%. The interest expense amounted to $2,247 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. 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 $34,960 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 $6,240.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

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 12% of the total outstanding shares of the Fund and one otherwise unaffiliated shareholder was the owner of record of 21% 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:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ 3,132,955	$ 264,166,176
Service Class	419,880	33,884,044
Service Class 2	928,340	59,720,009
Service Class 2R	6,482	384,977
Investor Class	72,275	3,378,206
Total	$ 4,559,932	$ 361,533,412
From net realized gain
Initial Class	$ 12,531,819	$ 955,191,565
Service Class	1,679,522	129,915,591
Service Class 2	3,713,359	250,476,248
Service Class 2R	25,929	1,596,604
Investor Class	289,101	13,529,208
Total	$ 18,239,730	$ 1,350,709,216

VIP Equity-Income Portfolio

13. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	5,696,780	11,142,631	$ 154,001,014	$ 291,841,012
Reinvestment of distributions	588,017	48,349,563	15,664,773	1,219,357,741
Shares redeemed	(29,092,952)	(51,111,950)	(792,576,231)	(1,316,326,890)
Net increase (decrease)	(22,808,155)	8,380,244	$ (622,910,444)	$ 194,871,863
Service Class
Shares sold	888,622	1,973,377	$ 23,914,008	$ 51,112,539
Reinvestment of distributions	79,103	6,517,581	2,099,402	163,799,635
Shares redeemed	(4,734,917)	(8,189,522)	(127,943,727)	(210,464,004)
Net increase (decrease)	(3,767,192)	301,436	$ (101,930,317)	$ 4,448,170
Service Class 2
Shares sold	10,028,186	18,633,564	$ 269,241,764	$ 478,385,754
Reinvestment of distributions	176,558	12,399,920	4,641,699	310,196,257
Shares redeemed	(6,068,076)	(7,758,659)	(161,990,470)	(196,924,442)
Net increase (decrease)	4,136,668	23,274,825	$ 111,892,993	$ 591,657,569
Service Class 2R
Shares sold	104,532	328,046	$ 2,819,789	$ 8,477,584
Reinvestment of distributions	1,239	79,377	32,411	1,981,581
Shares redeemed	(142,897)	(128,136)	(3,755,419)	(3,244,089)
Net increase (decrease)	(37,126)	279,287	$ (903,219)	$ 7,215,076
Investor Class
Shares sold	2,466,314	4,614,643	$ 66,701,589	$ 119,868,954
Reinvestment of distributions	13,596	660,041	361,376	16,907,414
Shares redeemed	(230,264)	(243,553)	(6,294,226)	(6,281,519)
Net increase (decrease)	2,249,646	5,031,131	$ 60,768,739	$ 130,494,849

Semiannual 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 Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, IL

VIPEI-SANN-0807
1.705693.109

Fidelity® Variable Insurance Products:
Equity-Income Portfolio - Service Class 2R

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit 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 Corp. or an affiliated company.

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 Equity-Income Portfolio

VIP Equity-Income Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,086.80	$ 2.85
Hypothetical ^A	$ 1,000.00	$ 1,022.07	$ 2.76
Service Class
Actual	$ 1,000.00	$ 1,086.30	$ 3.36
Hypothetical ^A	$ 1,000.00	$ 1,021.57	$ 3.26
Service Class 2
Actual	$ 1,000.00	$ 1,085.20	$ 4.14
Hypothetical ^A	$ 1,000.00	$ 1,020.83	$ 4.01
Service Class 2R
Actual	$ 1,000.00	$ 1,085.60	$ 4.14
Hypothetical ^A	$ 1,000.00	$ 1,020.83	$ 4.01
Investor Class
Actual	$ 1,000.00	$ 1,086.20	$ 3.41
Hypothetical ^A	$ 1,000.00	$ 1,021.52	$ 3.31

^A 5% return per year before expenses

	Annualized Expense Ratio
Initial Class	.55%
Service Class	.65%
Service Class 2	.80%
Service Class 2R	.80%
Investor Class	.66%

Semiannual Report

VIP Equity-Income Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Exxon Mobil Corp.	5.5	5.4
AT&T, Inc.	4.3	2.2
Bank of America Corp.	3.0	3.2
American International Group, Inc.	2.5	2.7
Citigroup, Inc.	2.3	2.6
JPMorgan Chase & Co.	2.2	2.3
Pfizer, Inc.	1.8	1.8
Chevron Corp.	1.6	1.4
General Electric Co.	1.4	1.4
Fannie Mae	1.3	1.3
	25.9
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	27.0	28.8
Energy	14.8	12.9
Consumer Discretionary	10.8	12.0
Industrials	10.5	9.7
Information Technology	9.9	9.1

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Stocks 98.8%			Stocks 98.7%
	Bonds 0.9%			Bonds 0.9%
	Short-Term Investments and Net Other Assets 0.3%			Short-Term Investments and Net Other Assets 0.4%
* Foreign investments		9.3%	** Foreign investments		9.6%

VIP Equity-Income Portfolio

VIP Equity-Income Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%
	Shares		Value
CONSUMER DISCRETIONARY - 10.2%
Auto Components - 0.3%
American Axle & Manufacturing Holdings, Inc.	101,374		$ 3,002,698
The Goodyear Tire & Rubber Co. (a)	881,100		30,627,036
			33,629,734
Automobiles - 1.1%
General Motors Corp. (d)	329,800		12,466,440
Hyundai Motor Co.	205,150		16,210,373
Monaco Coach Corp.	446,650		6,409,428
Peugeot Citroen SA	277,800		22,475,757
Renault SA	117,501		18,957,472
Toyota Motor Corp. sponsored ADR	411,500		51,799,620
Winnebago Industries, Inc.	349,700		10,323,144
			138,642,234
Diversified Consumer Services - 0.3%
H&R Block, Inc.	640,670		14,972,458
Service Corp. International	1,547,200		19,773,216
			34,745,674
Hotels, Restaurants & Leisure - 0.3%
McDonald's Corp.	356,200		18,080,712
Wyndham Worldwide Corp. (a)	440,402		15,968,977
			34,049,689
Household Durables - 1.5%
Beazer Homes USA, Inc.	559,700		13,807,799
Black & Decker Corp.	230,000		20,311,300
Centex Corp.	177,000		7,097,700
KB Home	226,400		8,913,368
Lennar Corp. Class A	674,700		24,667,032
Newell Rubbermaid, Inc.	344,300		10,132,749
The Stanley Works	368,230		22,351,561
Whirlpool Corp.	705,634		78,466,501
			185,748,010
Internet & Catalog Retail - 0.2%
Liberty Media Corp. New - Interactive Series A (a)	855,769		19,109,322
Leisure Equipment & Products - 0.5%
Brunswick Corp.	775,657		25,309,688
Eastman Kodak Co.	1,379,800		38,399,834
			63,709,522
Media - 3.8%
Citadel Broadcasting Corp.	1,018,363		6,568,441
Clear Channel Communications, Inc.	2,882,000		108,997,240
Comcast Corp. Class A	2,325,636		65,396,884
Gannett Co., Inc.	533,900		29,337,805
News Corp. Class B	917,304		21,042,954
The McClatchy Co. Class A (d)	805,565		20,388,850
The New York Times Co. Class A (d)	1,244,344		31,606,338
The Walt Disney Co.	700,100		23,901,414

	Shares		Value
Time Warner Cable, Inc. (a)	395,800		$ 15,503,486
Time Warner, Inc.	5,461,050		114,900,492
Viacom, Inc. Class B (non-vtg.) (a)	466,379		19,415,358
Virgin Media, Inc.	778,187		18,964,417
			476,023,679
Multiline Retail - 0.8%
Family Dollar Stores, Inc.	744,200		25,540,944
Macy's, Inc.	1,037,500		41,271,750
Retail Ventures, Inc. (a)	488,500		7,879,505
Sears Holdings Corp. (a)	100,700		17,068,650
Tuesday Morning Corp. (d)	532,023		6,575,804
			98,336,653
Specialty Retail - 1.3%
AnnTaylor Stores Corp. (a)	288,391		10,214,809
Chico's FAS, Inc. (a)	994,100		24,196,394
Gap, Inc.	1,009,100		19,273,810
Home Depot, Inc.	2,223,900		87,510,465
RadioShack Corp.	270,514		8,964,834
Williams-Sonoma, Inc.	567,800		17,931,124
			168,091,436
Textiles, Apparel & Luxury Goods - 0.1%
Liz Claiborne, Inc.	414,315		15,453,950
TOTAL CONSUMER DISCRETIONARY			1,267,539,903
CONSUMER STAPLES - 5.1%
Beverages - 0.6%
Anheuser-Busch Companies, Inc.	1,126,100		58,737,376
Heineken NV (Bearer)	338,554		19,805,409
			78,542,785
Food & Staples Retailing - 1.6%
CVS Caremark Corp.	1,150,100		41,921,145
Rite Aid Corp. (a)	2,053,168		13,099,212
Wal-Mart Stores, Inc.	2,849,600		137,094,256
Winn-Dixie Stores, Inc. (a)	141,811		4,155,062
			196,269,675
Food Products - 0.8%
Hershey Co.	521,600		26,403,392
Kraft Foods, Inc. Class A	584,254		20,594,954
Marine Harvest ASA (a)	18,535,000		20,178,169
Tyson Foods, Inc. Class A	1,175,200		27,076,608
			94,253,123
Household Products - 0.7%
Colgate-Palmolive Co.	520,100		33,728,485
Kimberly-Clark Corp.	299,100		20,006,799
Procter & Gamble Co.	603,442		36,924,616
			90,659,900
Personal Products - 0.7%
Avon Products, Inc.	2,310,070		84,895,073
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Tobacco - 0.7%
Altria Group, Inc.	1,328,705		$ 93,195,369
TOTAL CONSUMER STAPLES			637,815,925
ENERGY - 14.8%
Energy Equipment & Services - 3.3%
Baker Hughes, Inc.	1,364,100		114,761,733
Halliburton Co.	1,475,795		50,914,928
Nabors Industries Ltd. (a)	1,149,613		38,374,082
Noble Corp.	579,200		56,483,584
Schlumberger Ltd. (NY Shares)	1,757,057		149,244,422
			409,778,749
Oil, Gas & Consumable Fuels - 11.5%
Apache Corp.	556,080		45,370,567
BP PLC sponsored ADR	131,000		9,450,340
Chevron Corp.	2,302,042		193,924,018
ConocoPhillips	1,823,700		143,160,450
EOG Resources, Inc.	698,400		51,025,104
Exxon Mobil Corp.	8,219,836		689,479,839
Hess Corp.	751,900		44,332,024
Lukoil Oil Co. sponsored ADR	266,100		20,157,075
Occidental Petroleum Corp.	1,065,300		61,659,564
Royal Dutch Shell PLC Class A sponsored ADR	76,900		6,244,280
Spectra Energy Corp.	434,800		11,287,408
Total SA sponsored ADR	1,022,833		82,829,016
Valero Energy Corp.	783,920		57,900,331
Williams Companies, Inc.	531,500		16,806,030
			1,433,626,046
TOTAL ENERGY			1,843,404,795
FINANCIALS - 27.0%
Capital Markets - 3.9%
Ameriprise Financial, Inc.	464,902		29,553,820
Ares Capital Corp.	532,091		8,965,733
Bank of New York Co., Inc.	2,402,900		99,576,176
KKR Private Equity Investors, LP	652,400		14,679,000
KKR Private Equity Investors, LP Restricted Depositary Units (e)	674,100		15,167,250
Mellon Financial Corp.	1,246,800		54,859,200
Merrill Lynch & Co., Inc.	1,163,600		97,253,688
Morgan Stanley	1,544,100		129,519,108
State Street Corp.	454,153		31,064,065
			480,638,040
Commercial Banks - 4.7%
Associated Banc-Corp.	240,256		7,856,371
Barclays PLC Sponsored ADR	657,400		36,676,346

	Shares		Value
Fifth Third Bancorp (d)	396,588		$ 15,772,305
HSBC Holdings PLC sponsored ADR (d)	636,100		58,374,897
KeyCorp (d)	695,100		23,862,783
Lloyds TSB Group PLC	2,021,000		22,564,538
Marshall & Ilsley Corp.	434,500		20,695,235
PNC Financial Services Group, Inc.	660,214		47,258,118
Royal Bank of Scotland Group PLC	1,712,964		21,773,953
U.S. Bancorp, Delaware	1,414,138		46,595,847
Wachovia Corp.	3,024,857		155,023,921
Wells Fargo & Co.	3,786,600		133,174,722
			589,629,036
Consumer Finance - 0.3%
American Express Co.	632,796		38,714,459
Diversified Financial Services - 7.7%
Bank of America Corp.	7,585,577		370,858,860
Citigroup, Inc.	5,676,219		291,133,273
FirstRand Ltd.	6,838,225		21,866,530
JPMorgan Chase & Co.	5,558,512		269,309,906
			953,168,569
Insurance - 7.4%
ACE Ltd.	1,783,596		111,510,422
AFLAC, Inc.	264,800		13,610,720
Allianz AG sponsored ADR	1,012,100		23,551,567
Allstate Corp.	988,200		60,784,182
American International Group, Inc.	4,472,550		313,212,677
Hartford Financial Services Group, Inc.	789,200		77,744,092
MetLife, Inc. unit	786,400		25,447,904
Montpelier Re Holdings Ltd.	1,344,500		24,927,030
PartnerRe Ltd.	554,224		42,952,360
Swiss Reinsurance Co. (Reg.)	306,791		28,102,417
The Travelers Companies, Inc.	2,309,746		123,571,411
Willis Group Holdings Ltd.	937,000		41,284,220
XL Capital Ltd. Class A	449,671		37,902,769
			924,601,771
Real Estate Investment Trusts - 0.5%
Annaly Capital Management, Inc.	552,800		7,971,376
Developers Diversified Realty Corp.	367,400		19,365,654
Health Care Property Investors, Inc.	746,600		21,599,138
Senior Housing Properties Trust (SBI)	370,956		7,548,955
			56,485,123
Thrifts & Mortgage Finance - 2.5%
Countrywide Financial Corp.	536,410		19,498,504
Fannie Mae	2,556,210		166,997,199
Freddie Mac	1,148,000		69,683,600
MGIC Investment Corp.	551,652		31,366,933
New York Community Bancorp, Inc.	895,500		15,241,410
People's United Financial, Inc.	243,300		4,313,709
			307,101,355
TOTAL FINANCIALS			3,350,338,353
Common Stocks - continued
	Shares		Value
HEALTH CARE - 6.9%
Biotechnology - 0.4%
Amgen, Inc. (a)	791,422		$ 43,757,722
Health Care Equipment & Supplies - 0.4%
Baxter International, Inc.	750,332		42,273,705
Medtronic, Inc.	251,300		13,032,418
			55,306,123
Health Care Providers & Services - 0.2%
Omnicare, Inc.	256,200		9,238,572
UnitedHealth Group, Inc.	421,647		21,563,028
			30,801,600
Pharmaceuticals - 5.9%
Bristol-Myers Squibb Co.	1,993,700		62,921,172
Eli Lilly & Co.	176,600		9,868,408
Johnson & Johnson	1,752,000		107,958,240
Merck & Co., Inc.	2,058,200		102,498,360
Pfizer, Inc.	8,868,800		226,775,216
Schering-Plough Corp.	3,138,930		95,549,029
Wyeth	2,127,900		122,013,786
			727,584,211
TOTAL HEALTH CARE			857,449,656
INDUSTRIALS - 10.4%
Aerospace & Defense - 2.3%
General Dynamics Corp.	297,700		23,286,094
Honeywell International, Inc.	2,083,925		117,283,299
Lockheed Martin Corp.	506,300		47,658,019
Northrop Grumman Corp.	203,100		15,815,397
The Boeing Co.	88,700		8,529,392
United Technologies Corp.	1,060,140		75,195,730
			287,767,931
Air Freight & Logistics - 0.2%
United Parcel Service, Inc. Class B	389,200		28,411,600
Building Products - 0.2%
Masco Corp.	1,091,700		31,080,699
Commercial Services & Supplies - 0.4%
Cintas Corp.	174,700		6,888,421
Equifax, Inc.	110,481		4,907,566
Waste Management, Inc.	826,200		32,263,110
			44,059,097
Electrical Equipment - 0.4%
Emerson Electric Co.	953,000		44,600,400
Industrial Conglomerates - 3.4%
3M Co.	940,900		81,660,711
General Electric Co.	4,521,890		173,097,949
Textron, Inc.	232,200		25,567,542
Tyco International Ltd.	4,253,346		143,720,561
			424,046,763

	Shares		Value
Machinery - 2.7%
Briggs & Stratton Corp. (d)	974,888		$ 30,767,465
Bucyrus International, Inc. Class A	132,800		9,399,584
Caterpillar, Inc.	366,000		28,657,800
Deere & Co.	125,000		15,092,500
Dover Corp.	1,091,300		55,819,995
Eaton Corp.	233,100		21,678,300
Illinois Tool Works, Inc.	337,300		18,278,287
Ingersoll-Rand Co. Ltd. Class A	778,388		42,671,230
Navistar International Corp. (a)	293,095		19,344,270
SPX Corp.	1,052,889		92,454,183
			334,163,614
Road & Rail - 0.8%
Burlington Northern Santa Fe Corp.	776,800		66,136,752
Laidlaw International, Inc.	201,200		6,951,460
Union Pacific Corp.	251,600		28,971,740
			102,059,952
TOTAL INDUSTRIALS			1,296,190,056
INFORMATION TECHNOLOGY - 9.8%
Communications Equipment - 1.4%
Alcatel-Lucent SA sponsored ADR (d)	3,041,922		42,586,908
Cisco Systems, Inc. (a)	2,140,400		59,610,140
Harris Corp.	555,800		30,318,890
Lucent Technologies, Inc. warrants 12/10/07 (a)	8,328		1,416
Motorola, Inc.	1,673,712		29,624,702
Nortel Networks Corp. (a)	308,740		7,442,800
			169,584,856
Computers & Peripherals - 2.8%
EMC Corp. (a)	2,994,200		54,195,020
Hewlett-Packard Co.	2,784,911		124,262,729
Imation Corp.	536,760		19,784,974
International Business Machines Corp.	1,225,800		129,015,450
Sun Microsystems, Inc. (a)	3,352,675		17,635,071
			344,893,244
Electronic Equipment & Instruments - 1.0%
Agilent Technologies, Inc. (a)	864,800		33,242,912
Arrow Electronics, Inc. (a)	730,600		28,076,958
Avnet, Inc. (a)	799,930		31,709,225
Solectron Corp. (a)	5,354,600		19,704,928
Tektronix, Inc.	452,007		15,250,716
			127,984,739
Internet Software & Services - 0.2%
Google, Inc. Class A (sub. vtg.) (a)	33,880		17,732,114
VeriSign, Inc. (a)	240,400		7,627,892
			25,360,006
IT Services - 0.3%
MoneyGram International, Inc.	840,700		23,497,565
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
IT Services - continued
The Western Union Co.	621,300		$ 12,941,679
Unisys Corp. (a)	932,000		8,518,480
			44,957,724
Office Electronics - 0.4%
Xerox Corp. (a)	2,722,235		50,306,903
Semiconductors & Semiconductor Equipment - 2.6%
Analog Devices, Inc.	1,282,800		48,284,592
Applied Materials, Inc.	2,485,400		49,384,898
Intel Corp.	4,930,100		117,139,176
LSI Corp. (a)	1,413,200		10,613,132
Micron Technology, Inc. (a)	1,341,600		16,810,248
National Semiconductor Corp.	2,100,247		59,373,983
Teradyne, Inc. (a)	1,115,000		19,601,700
Verigy Ltd.	153,559		4,393,323
			325,601,052
Software - 1.1%
Microsoft Corp.	3,073,500		90,576,045
Oracle Corp. (a)	688,100		13,562,451
Symantec Corp. (a)	1,418,833		28,660,427
			132,798,923
TOTAL INFORMATION TECHNOLOGY			1,221,487,447
MATERIALS - 3.4%
Chemicals - 1.9%
Air Products & Chemicals, Inc.	593,700		47,715,669
Arkema (a)	12,180		799,329
Arkema sponsored ADR (a)	224,254		14,576,510
Bayer AG sponsored ADR	255,900		19,269,270
Celanese Corp. Class A	672,400		26,075,672
Chemtura Corp.	2,736,764		30,405,448
Dow Chemical Co.	672,800		29,751,216
E.I. du Pont de Nemours & Co.	492,900		25,059,036
Georgia Gulf Corp. (d)	759,800		13,759,978
H.B. Fuller Co.	370,550		11,075,740
PolyOne Corp. (a)	1,185,313		8,522,400
Rohm & Haas Co.	166,256		9,090,878
			236,101,146
Containers & Packaging - 0.3%
Smurfit-Stone Container Corp.	2,661,672		35,426,854
Metals & Mining - 1.0%
Alcan, Inc.	480,800		39,222,267
Alcoa, Inc.	1,793,971		72,709,645
Century Aluminum Co. (a)	164,000		8,959,320
			120,891,232

	Shares		Value
Paper & Forest Products - 0.2%
Weyerhaeuser Co.	301,800		$ 23,821,074
TOTAL MATERIALS			416,240,306
TELECOMMUNICATION SERVICES - 7.2%
Diversified Telecommunication Services - 6.3%
AT&T, Inc.	12,768,769		529,903,914
Qwest Communications International, Inc. (a)	5,583,100		54,156,070
Telkom SA Ltd. sponsored ADR (d)	319,375		32,177,031
Verizon Communications, Inc.	3,886,402		160,003,170
			776,240,185
Wireless Telecommunication Services - 0.9%
Sprint Nextel Corp.	3,573,300		74,003,043
Vodafone Group PLC sponsored ADR	1,192,687		40,110,064
			114,113,107
TOTAL TELECOMMUNICATION SERVICES			890,353,292
UTILITIES - 3.3%
Electric Utilities - 1.2%
Duke Energy Corp.	869,700		15,915,510
Entergy Corp.	600,300		64,442,205
Exelon Corp.	648,700		47,095,620
PPL Corp.	458,600		21,457,894
			148,911,229
Gas Utilities - 0.0%
AGL Resources, Inc.	124,300		5,031,664
Independent Power Producers & Energy Traders - 0.7%
AES Corp. (a)	1,581,700		34,607,596
TXU Corp.	753,840		50,733,432
			85,341,028
Multi-Utilities - 1.4%
Dominion Resources, Inc.	568,000		49,024,080
Public Service Enterprise Group, Inc.	897,900		78,817,662
Wisconsin Energy Corp.	878,300		38,847,209
			166,688,951
TOTAL UTILITIES			405,972,872
TOTAL COMMON STOCKS (Cost $8,134,130,033)		12,186,792,605
Convertible Preferred Stocks - 0.7%

CONSUMER DISCRETIONARY - 0.3%
Automobiles - 0.2%
Ford Motor Co. Capital Trust II 6.50%	429,300		16,420,725
General Motors Corp.:
Series B, 5.25%	381,400		8,348,846
Series C, 6.25%	265,400		6,587,228
			31,356,799
Convertible Preferred Stocks - continued
	Shares		Value
CONSUMER DISCRETIONARY - continued
Hotels, Restaurants & Leisure - 0.1%
Six Flags, Inc. 7.25% PIERS	384,900		$ 9,237,600
TOTAL CONSUMER DISCRETIONARY			40,594,399
HEALTH CARE - 0.1%
Pharmaceuticals - 0.1%
Schering-Plough Corp. 6.00%	167,100		11,459,718
MATERIALS - 0.3%
Chemicals - 0.0%
Celanese Corp. 4.25%	67,100		3,363,052
Metals & Mining - 0.3%
Freeport-McMoRan Copper & Gold, Inc. 6.75%	220,100		28,224,964
TOTAL MATERIALS			31,588,016
TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $78,832,069)		83,642,133

Corporate Bonds - 0.9%
	Principal Amount
Convertible Bonds - 0.8%
CONSUMER DISCRETIONARY - 0.3%
Automobiles - 0.1%
Ford Motor Co. 4.25% 12/15/36	$ 9,770,000		12,234,971
Hotels, Restaurants & Leisure - 0.0%
Six Flags, Inc. 4.5% 5/15/15	3,640,000		4,254,250
Media - 0.2%
Liberty Media Corp.:
4% 11/15/29 (e)	1,740,000		1,170,150
3.5% 1/15/31 (e)	9,546,178		9,441,322
News America, Inc. liquid yield option note 0% 2/28/21 (e)	22,670,000		13,460,313
			24,071,785
TOTAL CONSUMER DISCRETIONARY			40,561,006
INDUSTRIALS - 0.1%
Airlines - 0.1%
UAL Corp. 4.5% 6/30/21 (e)	8,680,000		11,736,228
INFORMATION TECHNOLOGY - 0.1%
Semiconductors & Semiconductor Equipment - 0.1%
Advanced Micro Devices, Inc. 6% 5/1/15 (e)	13,250,000		12,753,125
TELECOMMUNICATION SERVICES - 0.3%
Diversified Telecommunication Services - 0.3%
Level 3 Communications, Inc.:
3.5% 6/15/12	6,220,000		7,848,396

	Principal Amount		Value
5.25% 12/15/11 (e)	$ 11,850,000		$ 18,917,577
5.25% 12/15/11	3,930,000		6,273,931
			33,039,904
TOTAL CONVERTIBLE BONDS			98,090,263
Nonconvertible Bonds - 0.1%
MATERIALS - 0.1%
Chemicals - 0.1%
Hercules, Inc. 6.5% 6/30/29 unit	15,700,000		13,714,152
TOTAL CORPORATE BONDS (Cost $97,956,891)		111,804,415

Money Market Funds - 1.1%
	Shares
Fidelity Cash Central Fund, 5.32% (b)	183,475		183,475
Fidelity Securities Lending Cash Central Fund, 5.4% (b)(c)	142,536,363		142,536,363
TOTAL MONEY MARKET FUNDS (Cost $142,719,838)		142,719,838
TOTAL INVESTMENT PORTFOLIO - 100.8% (Cost $8,453,638,831)			12,524,958,991
NET OTHER ASSETS - (0.8)%			(95,996,170)
NET ASSETS - 100%		$ 12,428,962,821

Security Type Abbreviations
PIERS	-	Preferred Income Equity Redeemable Securities

Legend

(a) Non-income producing

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

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	$ 492,757
Fidelity Securities Lending Cash Central Fund	1,107,625
Total	$ 1,600,382

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

VIP Equity-Income Portfolio

VIP Equity-Income Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $138,407,373) - See accompanying schedule: Unaffiliated issuers (cost $8,310,918,993)	$ 12,382,239,153
Fidelity Central Funds (cost $142,719,838)	142,719,838
Total Investments (cost $8,453,638,831)		$ 12,524,958,991
Receivable for investments sold		62,267,354
Receivable for fund shares sold		2,249,201
Dividends receivable		13,562,774
Interest receivable		832,752
Distributions receivable from Fidelity Central Funds		199,810
Prepaid expenses		24,690
Other receivables		272,713
Total assets		12,604,368,285

Liabilities
Payable to custodian bank	$ 12,465
Payable for investments purchased	912,542
Payable for fund shares redeemed	9,433,352
Accrued management fee	4,805,791
Distribution fees payable	658,479
Notes payable to affiliates	15,480,000
Other affiliated payables	838,579
Other payables and accrued expenses	727,893
Collateral on securities loaned, at value	142,536,363
Total liabilities		175,405,464

Net Assets		$ 12,428,962,821
Net Assets consist of:
Paid in capital		$ 7,856,056,048
Undistributed net investment income		94,193,771
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		407,392,831
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		4,071,320,171
Net Assets		$ 12,428,962,821

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($8,370,999,959 ÷ 294,564,922 shares)		$ 28.42

Service Class: Net Asset Value, offering price and redemption price per share ($1,105,767,699 ÷ 39,064,248 shares)		$ 28.31

Service Class 2: Net Asset Value, offering price and redemption price per share ($2,686,602,910 ÷ 95,880,097 shares)		$ 28.02

Service Class 2R: Net Asset Value, offering price and redemption price per share ($17,477,386 ÷ 626,945 shares)		$ 27.88

Investor Class: Net Asset Value, offering price and redemption price per share ($248,114,867 ÷ 8,752,631 shares)		$ 28.35

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

Semiannual Report

VIP Equity-Income Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 131,745,692
Interest		2,241,578
Income from Fidelity Central Funds (including $1,107,625 from security lending)		1,600,382
Total income		135,587,652

Expenses
Management fee	$ 28,102,953
Transfer agent fees	4,167,458
Distribution fees	3,729,095
Accounting and security lending fees	708,853
Custodian fees and expenses	107,978
Independent trustees' compensation	18,848
Appreciation in deferred trustee compensation account	464
Audit	67,405
Legal	28,777
Interest	44,952
Miscellaneous	214,298
Total expenses before reductions	37,191,081
Expense reductions	(43,882)	37,147,199
Net investment income (loss)		98,440,453
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	435,192,096
Foreign currency transactions	59,012
Total net realized gain (loss)		435,251,108
Change in net unrealized appreciation (depreciation) on: Investment securities	477,461,044
Assets and liabilities in foreign currencies	(78)
Total change in net unrealized appreciation (depreciation)		477,460,966
Net gain (loss)		912,712,074
Net increase (decrease) in net assets resulting from operations		$ 1,011,152,527

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 98,440,453	$ 188,261,885
Net realized gain (loss)	435,251,108	828,311,746
Change in net unrealized appreciation (depreciation)	477,460,966	1,034,331,156
Net increase (decrease) in net assets resulting from operations	1,011,152,527	2,050,904,787
Distributions to shareholders from net investment income	(4,559,932)	(361,533,412)
Distributions to shareholders from net realized gain	(18,239,730)	(1,350,709,216)
Total distributions	(22,799,662)	(1,712,242,628)
Share transactions - net increase (decrease)	(553,082,248)	928,687,527
Redemption fees	1,977	4,203
Total increase (decrease) in net assets	435,272,594	1,267,353,889

Net Assets
Beginning of period	11,993,690,227	10,726,336,338
End of period (including undistributed net investment income of $94,193,771 and undistributed net investment income of $6,057,687, respectively)	$ 12,428,962,821	$ 11,993,690,227

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

VIP Equity-Income Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 26.20	$ 25.49	$ 25.37	$ 23.18	$ 18.16	$ 22.75
Income from Investment Operations
Net investment income (loss) ^E	.23	.45	.42	.40	.36	.34
Net realized and unrealized gain (loss)	2.04	4.37	1.00	2.24	5.01	(4.08)
Total from investment operations	2.27	4.82	1.42	2.64	5.37	(3.74)
Distributions from net investment income	(.01)	(.89)	(.41)	(.36)	(.35)	(.36)
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	(.49)
Total distributions	(.05)	(4.11)	(1.30)	(.45)	(.35)	(.85)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 28.42	$ 26.20	$ 25.49	$ 25.37	$ 23.18	$ 18.16
Total Return ^{B, C, D}	8.68%	20.19%	5.87%	11.53%	30.33%	(16.95)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.55% ^A	.57%	.56%	.58%	.57%	.57%
Expenses net of fee waivers, if any	.55% ^A	.57%	.56%	.58%	.57%	.57%
Expenses net of all reductions	.55% ^A	.56%	.55%	.57%	.56%	.56%
Net investment income (loss)	1.67% ^A	1.76%	1.71%	1.71%	1.83%	1.70%
Supplemental Data
Net assets, end of period (000 omitted)	$ 8,371,000	$ 8,315,159	$ 7,875,801	$ 8,689,829	$ 8,402,963	$ 6,895,940
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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. ^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds.^HExpense 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. ^IAmount represents less than $.01 per share.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 26.11	$ 25.39	$ 25.28	$ 23.11	$ 18.10	$ 22.67
Income from Investment Operations
Net investment income (loss) ^E	.21	.43	.39	.38	.34	.32
Net realized and unrealized gain (loss)	2.04	4.35	1.00	2.22	5.00	(4.06)
Total from investment operations	2.25	4.78	1.39	2.60	5.34	(3.74)
Distributions from net investment income	(.01)	(.84)	(.39)	(.34)	(.33)	(.34)
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	(.49)
Total distributions	(.05)	(4.06)	(1.28)	(.43)	(.33)	(.83)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 28.31	$ 26.11	$ 25.39	$ 25.28	$ 23.11	$ 18.10
Total Return ^{B, C, D}	8.63%	20.08%	5.76%	11.38%	30.22%	(17.00)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.65% ^A	.67%	.66%	.68%	.67%	.67%
Expenses net of fee waivers, if any	.65% ^A	.67%	.66%	.68%	.67%	.67%
Expenses net of all reductions	.64% ^A	.66%	.65%	.67%	.66%	.66%
Net investment income (loss)	1.57% ^A	1.66%	1.61%	1.61%	1.73%	1.60%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,105,768	$ 1,118,333	$ 1,079,838	$ 1,170,778	$ 1,071,483	$ 771,516
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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. ^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds.^HExpense 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. ^IAmount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 25.87	$ 25.17	$ 25.09	$ 22.96	$ 18.00	$ 22.59
Income from Investment Operations
Net investment income (loss) ^E	.19	.38	.35	.34	.31	.28
Net realized and unrealized gain (loss)	2.01	4.32	.98	2.21	4.97	(4.04)
Total from investment operations	2.20	4.70	1.33	2.55	5.28	(3.76)
Distributions from net investment income	(.01)	(.78)	(.36)	(.33)	(.32)	(.34)
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	(.49)
Total distributions	(.05)	(4.00)	(1.25)	(.42)	(.32)	(.83)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 28.02	$ 25.87	$ 25.17	$ 25.09	$ 22.96	$ 18.00
Total Return ^{B, C, D}	8.52%	19.93%	5.57%	11.23%	30.03%	(17.15)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.80% ^A	.82%	.81%	.83%	.82%	.83%
Expenses net of fee waivers, if any	.80% ^A	.82%	.81%	.83%	.82%	.83%
Expenses net of all reductions	.80% ^A	.82%	.80%	.82%	.81%	.82%
Net investment income (loss)	1.42% ^A	1.51%	1.46%	1.46%	1.58%	1.44%
Supplemental Data
Net assets, end of period (000 omitted)	$ 2,686,603	$ 2,373,059	$ 1,723,546	$ 1,420,999	$ 916,679	$ 403,632
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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. ^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds.^HExpense 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. ^IAmount represents less than $.01 per share.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 25.73	$ 25.08	$ 25.01	$ 22.91	$ 17.99	$ 21.82
Income from Investment Operations
Net investment income (loss) ^E	.19	.38	.35	.34	.31	.18
Net realized and unrealized gain (loss)	2.01	4.29	.99	2.20	4.96	(4.01)
Total from investment operations	2.20	4.67	1.34	2.54	5.27	(3.83)
Distributions from net investment income	(.01)	(.80)	(.38)	(.35)	(.35)	-
Distributions from net realized gain	(.04)	(3.22)	(.89)	(.09)	-	-
Total distributions	(.05)	(4.02)	(1.27)	(.44)	(.35)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 27.88	$ 25.73	$ 25.08	$ 25.01	$ 22.91	$ 17.99
Total Return ^{B, C, D}	8.56%	19.89%	5.61%	11.22%	30.05%	(17.55)%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.80% ^A	.82%	.81%	.83%	.82%	.85% ^A
Expenses net of fee waivers, if any	.80% ^A	.82%	.81%	.83%	.82%	.85% ^A
Expenses net of all reductions	.80% ^A	.81%	.80%	.82%	.81%	.84% ^A
Net investment income (loss)	1.42% ^A	1.51%	1.46%	1.46%	1.57%	1.45% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 17,477	$ 17,089	$ 9,651	$ 5,617	$ 1,891	$ 471
Portfolio turnover rate ^G	18% ^A	22%	19%	22%	26%	25%
^AAnnualized ^BTotal returns for periods of less than one year are not annualized. ^CTotal returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown.^DTotal returns would have been lower had certain expenses not been reduced during the periods shown. ^ECalculated based on average shares outstanding during the period. ^FFees 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.^GAmount does not include the portfolio activity of any underlying Fidelity Central Funds. ^HFor the period April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^IExpense 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. ^JAmount represents less than $.01 per share.

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

VIP Equity-Income Portfolio

Financial Highlights - Investor Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 26.15	$ 25.48	$ 24.46
Income from Investment Operations
Net investment income (loss) ^E	.21	.42	.17
Net realized and unrealized gain (loss)	2.04	4.36	.85
Total from investment operations	2.25	4.78	1.02
Distributions from net investment income	(.01)	(.89)	-
Distributions from net realized gain	(.04)	(3.22)	-
Total distributions	(.05)	(4.11)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-
Net asset value, end of period	$ 28.35	$ 26.15	$ 25.48
Total Return ^{B, C, D}	8.62%	20.04%	4.17%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.66% ^A	.69%	.74% ^A
Expenses net of fee waivers, if any	.66% ^A	.69%	.74% ^A
Expenses net of all reductions	.66% ^A	.69%	.73% ^A
Net investment income (loss)	1.56% ^A	1.63%	1.54% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 248,115	$ 170,050	$ 37,500
Portfolio turnover rate ^G	18% ^A	22%	19%

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

2. Investments in Fidelity Central Funds.

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

3. Significant Accounting Policies.

VIP Equity-Income Portfolio

3. Significant Accounting Policies - continued

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

Unrealized appreciation	$ 4,299,275,657
Unrealized depreciation	(237,163,672)
Net unrealized appreciation (depreciation)	$ 4,062,111,985
Cost for federal income tax purposes	$ 8,462,847,006

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Operating Policies.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,110,685,624 and $1,590,126,744, respectively.

6. Fees and Other Transactions with Affiliates.

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	$ 555,134
Service Class 2	3,152,870
Service Class 2R	21,091
	$ 3,729,095

Initial Class	$ 2,763,995
Service Class	366,707
Service Class 2	839,086
Service Class 2R	5,607
Investor Class	192,063
	$ 4,167,458

VIP Equity-Income Portfolio

6. Fees and Other Transactions with Affiliates - continued

Borrower or Lender	Average Daily Loan Balance	Weighted Average Interest Rate	Interest Expense
Borrower	$ 11,529,077	5.41%	$ 42,705

7. Committed Line of Credit.

8. Security Lending.

9. Bank Borrowings.

10. Expense Reductions.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

11. Other.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ 3,132,955	$ 264,166,176
Service Class	419,880	33,884,044
Service Class 2	928,340	59,720,009
Service Class 2R	6,482	384,977
Investor Class	72,275	3,378,206
Total	$ 4,559,932	$ 361,533,412
From net realized gain
Initial Class	$ 12,531,819	$ 955,191,565
Service Class	1,679,522	129,915,591
Service Class 2	3,713,359	250,476,248
Service Class 2R	25,929	1,596,604
Investor Class	289,101	13,529,208
Total	$ 18,239,730	$ 1,350,709,216

VIP Equity-Income Portfolio

13. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	5,696,780	11,142,631	$ 154,001,014	$ 291,841,012
Reinvestment of distributions	588,017	48,349,563	15,664,773	1,219,357,741
Shares redeemed	(29,092,952)	(51,111,950)	(792,576,231)	(1,316,326,890)
Net increase (decrease)	(22,808,155)	8,380,244	$ (622,910,444)	$ 194,871,863
Service Class
Shares sold	888,622	1,973,377	$ 23,914,008	$ 51,112,539
Reinvestment of distributions	79,103	6,517,581	2,099,402	163,799,635
Shares redeemed	(4,734,917)	(8,189,522)	(127,943,727)	(210,464,004)
Net increase (decrease)	(3,767,192)	301,436	$ (101,930,317)	$ 4,448,170
Service Class 2
Shares sold	10,028,186	18,633,564	$ 269,241,764	$ 478,385,754
Reinvestment of distributions	176,558	12,399,920	4,641,699	310,196,257
Shares redeemed	(6,068,076)	(7,758,659)	(161,990,470)	(196,924,442)
Net increase (decrease)	4,136,668	23,274,825	$ 111,892,993	$ 591,657,569
Service Class 2R
Shares sold	104,532	328,046	$ 2,819,789	$ 8,477,584
Reinvestment of distributions	1,239	79,377	32,411	1,981,581
Shares redeemed	(142,897)	(128,136)	(3,755,419)	(3,244,089)
Net increase (decrease)	(37,126)	279,287	$ (903,219)	$ 7,215,076
Investor Class
Shares sold	2,466,314	4,614,643	$ 66,701,589	$ 119,868,954
Reinvestment of distributions	13,596	660,041	361,376	16,907,414
Shares redeemed	(230,264)	(243,553)	(6,294,226)	(6,281,519)
Net increase (decrease)	2,249,646	5,031,131	$ 60,768,739	$ 130,494,849

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, IL

VIPEI2R-SANN-0807
1.833447.101

Fidelity® Variable Insurance Products:
Growth Portfolio

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

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.

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Growth Portfolio

VIP Growth Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,125.50	$ 3.37
Hypothetical ^A	$ 1,000.00	$ 1,021.62	$ 3.21
Service Class
Actual	$ 1,000.00	$ 1,125.00	$ 3.90
Hypothetical ^A	$ 1,000.00	$ 1,021.12	$ 3.71
Service Class 2
Actual	$ 1,000.00	$ 1,124.10	$ 4.69
Hypothetical ^A	$ 1,000.00	$ 1,020.38	$ 4.46
Service Class 2R
Actual	$ 1,000.00	$ 1,124.20	$ 4.69
Hypothetical ^A	$ 1,000.00	$ 1,020.38	$ 4.46
Investor Class
Actual	$ 1,000.00	$ 1,124.60	$ 4.00
Hypothetical ^A	$ 1,000.00	$ 1,021.03	$ 3.81

^A 5% return per year before expenses

	Annualized Expense Ratio
Initial Class	.64%
Service Class	.74%
Service Class 2	.89%
Service Class 2R	.89%
Investor Class	.76%

Semiannual Report

VIP Growth Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
EMC Corp.	4.6	1.1
Biogen Idec, Inc.	4.0	2.8
Google, Inc. Class A (sub. vtg.)	4.0	2.6
Cisco Systems, Inc.	3.1	3.2
ABB Ltd. sponsored ADR	2.9	1.7
Research In Motion Ltd.	2.8	1.8
Commerce Bancorp, Inc.	2.5	1.6
Broadcom Corp. Class A	2.3	1.1
McDermott International, Inc.	2.3	0.5
Merck & Co., Inc.	2.2	1.1
	30.7
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	39.7	31.6
Health Care	16.4	20.8
Energy	10.2	5.8
Industrials	10.1	11.1
Financials	9.2	10.2

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Stocks 99.8%			Stocks 99.9%
	Short-Term Investments and Net Other Assets 0.2%			Short-Term Investments and Net Other Assets 0.1%
* Foreign investments		24.6%	** Foreign investments		13.2%

VIP Growth Portfolio

VIP Growth Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.8%
	Shares		Value
CONSUMER DISCRETIONARY - 6.2%
Distributors - 0.2%
Li & Fung Ltd.	3,080,000		$ 11,088,347
Hotels, Restaurants & Leisure - 1.3%
McCormick & Schmick's Seafood Restaurants (a)	487,327		12,641,262
McDonald's Corp.	869,200		44,120,592
Starbucks Corp. (a)	1,348,454		35,383,433
			92,145,287
Household Durables - 1.6%
Garmin Ltd. (d)	676,194		50,018,070
Tele Atlas NV (a)(d)	1,463,800		31,459,978
TomTom Group BV (a)(d)	750,935		38,548,844
			120,026,892
Media - 2.0%
Focus Media Holding Ltd. ADR (a)(d)	842,082		42,525,141
Lamar Advertising Co. Class A	573,540		35,995,370
McGraw-Hill Companies, Inc.	557,854		37,978,700
National CineMedia, Inc.	1,054,175		29,527,442
			146,026,653
Specialty Retail - 0.4%
Guess?, Inc.	180,200		8,656,808
PETsMART, Inc.	315,300		10,231,485
Zumiez, Inc. (a)	360,264		13,610,774
			32,499,067
Textiles, Apparel & Luxury Goods - 0.7%
Polo Ralph Lauren Corp. Class A	371,732		36,470,627
Volcom, Inc. (a)	362,120		18,153,076
			54,623,703
TOTAL CONSUMER DISCRETIONARY			456,409,949
CONSUMER STAPLES - 4.6%
Beverages - 0.5%
PepsiCo, Inc.	642,529		41,668,006
Food & Staples Retailing - 1.6%
CVS Caremark Corp.	1,856,285		67,661,588
Walgreen Co.	1,093,700		47,619,698
			115,281,286
Food Products - 0.9%
Nestle SA sponsored ADR	347,200		33,209,680
Tyson Foods, Inc. Class A	1,546,500		35,631,360
			68,841,040
Household Products - 1.3%
Colgate-Palmolive Co.	716,200		46,445,570
Procter & Gamble Co.	787,700		48,199,363
			94,644,933

	Shares		Value
Personal Products - 0.3%
Bare Escentuals, Inc.	433,647		$ 14,809,045
Physicians Formula Holdings, Inc.	372,988		5,865,236
			20,674,281
TOTAL CONSUMER STAPLES			341,109,546
ENERGY - 10.2%
Energy Equipment & Services - 2.1%
Schlumberger Ltd. (NY Shares)	1,864,400		158,362,136
Oil, Gas & Consumable Fuels - 8.1%
Canadian Natural Resources Ltd.	420,300		27,926,622
Canadian Oil Sands Trust unit	1,734,200		53,625,485
Chesapeake Energy Corp. (d)	1,655,511		57,280,681
Denbury Resources, Inc. (a)	310,500		11,643,750
EOG Resources, Inc.	1,006,800		73,556,808
Gazprom OAO sponsored ADR	1,151,675		48,197,599
Petroplus Holdings AG	232,327		23,924,964
Ultra Petroleum Corp. (a)	1,096,726		60,583,144
Valero Energy Corp.	1,341,000		99,046,260
Western Oil Sands, Inc. Class A (a)	1,195,400		39,837,315
Williams Companies, Inc.	2,325,647		73,536,958
XTO Energy, Inc.	395,300		23,757,530
			592,917,116
TOTAL ENERGY			751,279,252
FINANCIALS - 9.2%
Capital Markets - 3.3%
Charles Schwab Corp.	5,102,972		104,712,985
Northern Trust Corp.	561,079		36,043,715
State Street Corp.	1,162,400		79,508,160
T. Rowe Price Group, Inc.	350,300		18,177,067
			238,441,927
Commercial Banks - 2.7%
Commerce Bancorp, Inc. (d)	4,965,954		183,690,638
East West Bancorp, Inc.	398,622		15,498,423
			199,189,061
Consumer Finance - 1.0%
American Express Co.	1,227,000		75,067,860
Insurance - 2.2%
AFLAC, Inc.	693,120		35,626,368
American International Group, Inc.	1,273,866		89,208,836
Willis Group Holdings Ltd.	796,700		35,102,602
			159,937,806
TOTAL FINANCIALS			672,636,654
HEALTH CARE - 16.4%
Biotechnology - 7.0%
Acorda Therapeutics, Inc. (a)(d)	1,272,583		21,710,266
Altus Pharmaceuticals, Inc. (a)	1,229,209		14,185,072
Amylin Pharmaceuticals, Inc. (a)(d)	647,003		26,630,643
Common Stocks - continued
	Shares		Value
HEALTH CARE - continued
Biotechnology - continued
Biogen Idec, Inc. (a)	5,485,233		$ 293,459,966
CSL Ltd.	757,405		56,517,258
Genentech, Inc. (a)	460,900		34,871,694
Gilead Sciences, Inc. (a)	1,745,384		67,668,538
			515,043,437
Health Care Equipment & Supplies - 3.3%
ArthroCare Corp. (a)	255,015		11,197,709
Becton, Dickinson & Co.	884,200		65,872,900
BioLase Technology, Inc. (a)(d)	380,511		2,309,702
C.R. Bard, Inc.	598,500		49,454,055
Cochlear Ltd.	355,296		18,377,668
DENTSPLY International, Inc.	931,714		35,647,378
Kyphon, Inc. (a)	366,930		17,667,680
Mindray Medical International Ltd. sponsored ADR	181,400		5,538,142
Sirona Dental Systems, Inc. (d)	883,476		33,421,897
			239,487,131
Health Care Providers & Services - 1.8%
Brookdale Senior Living, Inc.	742,466		33,834,176
Henry Schein, Inc. (a)	1,005,175		53,706,500
Medco Health Solutions, Inc. (a)	437,700		34,136,223
VCA Antech, Inc. (a)	178,102		6,712,664
			128,389,563
Health Care Technology - 0.1%
Cerner Corp. (a)	134,200		7,444,074
Life Sciences Tools & Services - 1.3%
Covance, Inc. (a)	903,200		61,923,392
Millipore Corp. (a)	46,600		3,499,194
Pharmaceutical Product Development, Inc.	603,787		23,106,928
Waters Corp. (a)	118,300		7,022,288
			95,551,802
Pharmaceuticals - 2.9%
Allergan, Inc.	912,600		52,602,264
Merck & Co., Inc.	3,269,800		162,836,040
			215,438,304
TOTAL HEALTH CARE			1,201,354,311
INDUSTRIALS - 10.1%
Air Freight & Logistics - 0.1%
C.H. Robinson Worldwide, Inc.	137,560		7,224,651
Commercial Services & Supplies - 1.3%
Corrections Corp. of America (a)	514,345		32,460,313
Equifax, Inc.	1,246,404		55,365,266
Kenexa Corp. (a)	304,942		11,499,363
			99,324,942

	Shares		Value
Construction & Engineering - 1.6%
Fluor Corp.	561,000		$ 62,478,570
Granite Construction, Inc.	225,200		14,453,336
Jacobs Engineering Group, Inc. (a)	676,200		38,888,262
			115,820,168
Electrical Equipment - 4.7%
ABB Ltd. sponsored ADR	9,566,400		216,200,640
General Cable Corp.	1,282,200		97,126,650
Grupo Corporacion Tecnologica SA	117,020		4,276,121
Vestas Wind Systems AS (a)	464,100		30,722,802
			348,326,213
Industrial Conglomerates - 2.3%
McDermott International, Inc. (a)	2,046,164		170,077,152
Machinery - 0.1%
IDEX Corp.	102,300		3,942,642
TOTAL INDUSTRIALS			744,715,768
INFORMATION TECHNOLOGY - 39.7%
Communications Equipment - 12.4%
Balda AG	1,090,688		15,661,815
Cisco Systems, Inc. (a)	8,231,300		229,241,705
Corning, Inc. (a)	4,535,200		115,874,360
Harris Corp.	659,700		35,986,635
Nice Systems Ltd. sponsored ADR	1,451,567		50,427,438
Nokia Corp. sponsored ADR	4,434,700		124,659,417
Polycom, Inc. (a)	1,226,621		41,214,466
QUALCOMM, Inc.	2,130,503		92,442,525
Research In Motion Ltd. (a)	1,033,900		206,769,663
			912,278,024
Computers & Peripherals - 7.0%
Apple, Inc. (a)	622,934		76,022,865
Dell, Inc. (a)	1,307,011		37,315,164
Diebold, Inc.	142,343		7,430,305
EMC Corp. (a)	18,422,444		333,446,233
Network Appliance, Inc. (a)	328,901		9,603,909
SanDisk Corp. (a)	941,800		46,091,692
			509,910,168
Electronic Equipment & Instruments - 0.8%
Amphenol Corp. Class A	1,566,764		55,855,137
Itron, Inc. (a)	53,661		4,182,338
			60,037,475
Internet Software & Services - 5.7%
Baidu.com, Inc. sponsored ADR (a)(d)	107,468		18,052,475
comScore, Inc.	7,500		173,625
eBay, Inc. (a)	1,505,141		48,435,437
Google, Inc. Class A (sub. vtg.) (a)	559,300		292,726,434
Omniture, Inc.	683,506		15,665,958
VeriSign, Inc. (a)	1,469,700		46,633,581
			421,687,510
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
IT Services - 5.3%
Cognizant Technology Solutions Corp. Class A (a)	816,000		$ 61,273,440
ExlService Holdings, Inc.	802,829		15,045,015
Infosys Technologies Ltd.	1,164,339		55,424,261
Infosys Technologies Ltd. sponsored ADR	642,300		32,359,074
Mastercard, Inc. Class A	230,700		38,266,209
Paychex, Inc. (d)	815,514		31,902,908
The Western Union Co.	6,262,924		130,456,707
WNS Holdings Ltd. ADR	871,100		24,791,506
			389,519,120
Semiconductors & Semiconductor Equipment - 4.3%
Applied Materials, Inc.	6,862,700		136,361,849
Broadcom Corp. Class A (a)	5,877,110		171,905,468
SiRF Technology Holdings, Inc. (a)(d)	327,905		6,800,750
			315,068,067
Software - 4.2%
Activision, Inc. (a)	1,444,746		26,973,408
Cadence Design Systems, Inc. (a)	992,800		21,801,888
Electronic Arts, Inc. (a)	899,287		42,554,261
FalconStor Software, Inc. (a)(d)	357,352		3,770,064
Microsoft Corp.	2,893,470		85,270,561
Nintendo Co. Ltd.	168,100		61,659,078
Pros Holdings, Inc.	39,500		517,450
Red Hat, Inc. (a)	1,807,219		40,264,839
Salesforce.com, Inc. (a)	173,100		7,419,066
Sourcefire, Inc.	208,031		2,910,354
THQ, Inc. (a)	470,225		14,351,267
			307,492,236
TOTAL INFORMATION TECHNOLOGY			2,915,992,600
MATERIALS - 2.2%
Chemicals - 1.8%
Monsanto Co.	1,213,400		81,953,036
The Mosaic Co. (a)	247,400		9,653,548
Zoltek Companies, Inc. (a)(d)	988,442		41,049,996
			132,656,580
Metals & Mining - 0.4%
Arcelor Mittal	423,100		26,401,440
TOTAL MATERIALS			159,058,020

	Shares		Value
TELECOMMUNICATION SERVICES - 1.2%
Diversified Telecommunication Services - 0.6%
AT&T, Inc.	1,010,715		$ 41,944,673
Wireless Telecommunication Services - 0.6%
America Movil SAB de CV Series L sponsored ADR	712,500		44,125,125
TOTAL TELECOMMUNICATION SERVICES			86,069,798
TOTAL COMMON STOCKS (Cost $5,913,579,740)		7,328,625,898
Money Market Funds - 2.5%

Fidelity Cash Central Fund, 5.32% (b)	13,906,471		13,906,471
Fidelity Securities Lending Cash Central Fund, 5.4% (b)(c)	170,015,002		170,015,002
TOTAL MONEY MARKET FUNDS (Cost $183,921,473)		183,921,473

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $6,097,501,213)

7,512,547,371

NET OTHER ASSETS - (2.3)%

(168,817,511)

NET ASSETS - 100%

$ 7,343,729,860

Legend

(a) Non-income producing

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

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	$ 1,187,797
Fidelity Securities Lending Cash Central Fund	1,066,462
Total	$ 2,254,259

Other Information

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

United States of America	75.4%
Canada	5.2%
Switzerland	3.6%
Panama	2.3%
Netherlands Antilles	2.1%
Finland	1.7%
Netherlands	1.3%
India	1.3%
Australia	1.0%
Others (individually less than 1%)	6.1%
	100.0%

Income Tax Information

At December 31, 2006, the fund had a capital loss carryforward of approximately $1,792,773,530 of which $1,748,065,676 and $44,707,854 will expire on December 31, 2010 and 2011, respectively.

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

VIP Growth Portfolio

VIP Growth Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $169,299,474) - See accompanying schedule: Unaffiliated issuers (cost $5,913,579,740)	$ 7,328,625,898
Fidelity Central Funds (cost $183,921,473)	183,921,473
Total Investments (cost $6,097,501,213)		$ 7,512,547,371
Foreign currency held at value (cost $96)		97
Receivable for investments sold		95,363,672
Receivable for fund shares sold		1,309,306
Dividends receivable		3,688,383
Distributions receivable from Fidelity Central Funds		281,428
Prepaid expenses		16,548
Other receivables		266,083
Total assets		7,613,472,888

Liabilities
Payable for investments purchased	$ 88,407,776
Payable for fund shares redeemed	6,643,757
Accrued management fee	3,399,304
Distribution fees payable	218,977
Other affiliated payables	515,723
Other payables and accrued expenses	542,489
Collateral on securities loaned, at value	170,015,002
Total liabilities		269,743,028

Net Assets		$ 7,343,729,860
Net Assets consist of:
Paid in capital		$ 7,346,152,868
Undistributed net investment income		4,037,716
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(1,421,510,737)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		1,415,050,013
Net Assets		$ 7,343,729,860

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($5,662,103,236 ÷ 141,172,832 shares)		$ 40.11

Service Class: Net Asset Value, offering price and redemption price per share ($855,381,166 ÷ 21,399,667 shares)		$ 39.97

Service Class 2: Net Asset Value, offering price and redemption price per share ($711,557,695 ÷ 17,939,767 shares)		$ 39.66

Service Class 2R: Net Asset Value, offering price and redemption price per share ($9,796,564 ÷ 248,040 shares)		$ 39.50

Investor Class: Net Asset Value, offering price and redemption price per share ($104,891,199 ÷ 2,622,089 shares)		$ 40.00

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

Semiannual Report

VIP Growth Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 26,442,382
Interest		27,844
Income from Fidelity Central Funds (including $1,066,462 from security lending)		2,254,259
Total income		28,724,485

Expenses
Management fee	$ 19,989,918
Transfer agent fees	2,428,237
Distribution fees	1,255,801
Accounting and security lending fees	597,094
Custodian fees and expenses	88,085
Independent trustees' compensation	11,170
Appreciation in deferred trustee compensation account	208
Audit	46,847
Legal	14,278
Interest	68,197
Miscellaneous	(366,950)
Total expenses before reductions	24,132,885
Expense reductions	(87,400)	24,045,485
Net investment income (loss)		4,679,000
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	374,518,770
Foreign currency transactions	75,738
Total net realized gain (loss)		374,594,508
Change in net unrealized appreciation (depreciation) on: Investment securities	465,562,641
Assets and liabilities in foreign currencies	28,518
Total change in net unrealized appreciation (depreciation)		465,591,159
Net gain (loss)		840,185,667
Net increase (decrease) in net assets resulting from operations		$ 844,864,667

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 4,679,000	$ 44,825,931
Net realized gain (loss)	374,594,508	1,210,469,636
Change in net unrealized appreciation (depreciation)	465,591,159	(728,402,326)
Net increase (decrease) in net assets resulting from operations	844,864,667	526,893,241
Distributions to shareholders from net investment income	(43,724,955)	(29,989,011)
Share transactions - net increase (decrease)	(655,103,399)	(2,000,205,631)
Redemption fees	3,513	1,882
Total increase (decrease) in net assets	146,039,826	(1,503,299,519)

Net Assets
Beginning of period	7,197,690,034	8,700,989,553
End of period (including undistributed net investment income of $4,037,716 and undistributed net investment income of $43,290,513, respectively)	$ 7,343,729,860	$ 7,197,690,034

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

VIP Growth Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 35.87	$ 33.70	$ 32.01	$ 31.04	$ 23.44	$ 33.61
Income from Investment Operations
Net investment income (loss)^E	.03	.21	.11	.15^{H, K}	.07	.07
Net realized and unrealized gain (loss)	4.45	2.09	1.74	.90	7.60	(10.17)
Total from investment operations	4.48	2.30	1.85	1.05	7.67	(10.10)
Distributions from net investment income	(.24)	(.13)	(.16)	(.08)	(.07)	(.07)
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 40.11	$ 35.87	$ 33.70	$ 32.01	$ 31.04	$ 23.44
Total Return^{B, C, D}	12.55%	6.85%	5.80%	3.38%	32.85%	(30.10)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.64%^A	.68%	.67%	.68%	.67%	.67%
Expenses net of fee waivers, if any	.64%^A	.68%	.67%	.68%	.67%	.67%
Expenses net of all reductions	.64%^A	.67%	.63%	.65%	.64%	.61%
Net investment income (loss)	.17%^A	.61%	.36%	.47%^K	.28%	.25%
Supplemental Data
Net assets, end of period (000 omitted)	$ 5,662,103	$ 5,610,629	$ 6,726,655	$ 7,796,888	$ 8,594,509	$ 7,016,147
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period.^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. 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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 35.72	$ 33.56	$ 31.88	$ 30.92	$ 23.34	$ 33.48
Income from Investment Operations
Net investment income (loss)^E	.01	.18	.08	.11^{H, K}	.05	.04
Net realized and unrealized gain (loss)	4.44	2.07	1.72	.90	7.58	(10.14)
Total from investment operations	4.45	2.25	1.80	1.01	7.63	(10.10)
Distributions from net investment income	(.20)	(.09)	(.12)	(.05)	(.05)	(.04)
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 39.97	$ 35.72	$ 33.56	$ 31.88	$ 30.92	$ 23.34
Total Return^{B, C, D}	12.50%	6.73%	5.67%	3.26%	32.78%	(30.20)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.74%^A	.78%	.77%	.78%	.77%	.77%
Expenses net of fee waivers, if any	.74%^A	.78%	.77%	.78%	.77%	.77%
Expenses net of all reductions	.74%^A	.77%	.73%	.75%	.74%	.71%
Net investment income (loss)	.07%^A	.51%	.26%	.37%^K	.18%	.15%
Supplemental Data
Net assets, end of period (000 omitted)	$ 855,381	$ 877,279	$ 1,086,172	$ 1,326,262	$ 1,401,298	$ 1,058,738
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. 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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 35.42	$ 33.29	$ 31.64	$ 30.72	$ 23.21	$ 33.34
Income from Investment Operations
Net investment income (loss)^E	(.02)	.12	.03	.07^{H, K}	.01	-^J
Net realized and unrealized gain (loss)	4.40	2.07	1.71	.89	7.53	(10.09)
Total from investment operations	4.38	2.19	1.74	.96	7.54	(10.09)
Distributions from net investment income	(.14)	(.06)	(.09)	(.04)	(.03)	(.04)
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 39.66	$ 35.42	$ 33.29	$ 31.64	$ 30.72	$ 23.21
Total Return^{B, C, D}	12.41%	6.57%	5.50%	3.12%	32.54%	(30.30)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.89%^A	.94%	.92%	.93%	.92%	.93%
Expenses net of fee waivers, if any	.89%^A	.94%	.92%	.93%	.92%	.93%
Expenses net of all reductions	.89%^A	.92%	.88%	.90%	.89%	.87%
Net investment income (loss)	(.08)%^A	.36%	.11%	.22%^K	.02%	(.01)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 711,558	$ 627,754	$ 858,587	$ 811,126	$ 609,798	$ 238,543
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. 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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002^L
Selected Per-Share Data
Net asset value, beginning of period	$ 35.28	$ 33.18	$ 31.54	$ 30.65	$ 23.20	$ 31.05
Income from Investment Operations
Net investment income (loss)^E	(.01)	.12	.04	.07^{H, K}	.01	(.01)
Net realized and unrealized gain (loss)	4.38	2.06	1.70	.88	7.51	(7.84)
Total from investment operations	4.37	2.18	1.74	.95	7.52	(7.85)
Distributions from net investment income	(.15)	(.08)	(.10)	(.06)	(.07)	-
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 39.50	$ 35.28	$ 33.18	$ 31.54	$ 30.65	$ 23.20
Total Return^{B, C, D}	12.42%	6.58%	5.52%	3.10%	32.54%	(25.28)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.89%^A	.93%	.92%	.93%	.92%	.96%^A
Expenses net of fee waivers, if any	.89%^A	.93%	.92%	.93%	.92%	.96%^A
Expenses net of all reductions	.88%^A	.92%	.88%	.90%	.90%	.90%^A
Net investment income (loss)	(.08)%^A	.36%	.12%	.22%^K	.02%	(.03)%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 9,797	$ 5,063	$ 5,409	$ 2,667	$ 1,369	$ 210
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class. ^L For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002.

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

VIP Growth Portfolio

Financial Highlights - Investor Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005^H
Selected Per-Share Data
Net asset value, beginning of period	$ 35.78	$ 33.67	$ 32.60
Income from Investment Operations
Net investment income (loss)^E	.01	.17	.03
Net realized and unrealized gain (loss)	4.43	2.08	1.04
Total from investment operations	4.44	2.25	1.07
Distributions from net investment income	(.22)	(.14)	-
Redemption fees added to paid in capital^{E, J}	-	-	-
Net asset value, end of period	$ 40.00	$ 35.78	$ 33.67
Total Return^{B, C, D}	12.46%	6.72%	3.28%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.76%^A	.81%	.83%^A
Expenses net of fee waivers, if any	.76%^A	.81%	.83%^A
Expenses net of all reductions	.75%^A	.80%	.79%^A
Net investment income (loss)	.05%^A	.49%	.23%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 104,891	$ 76,965	$ 24,166
Portfolio turnover rate^G	94%^A	114%	79%
^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. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

VIP Growth Portfolio (the Fund) is a fund of Variable Insurance Products Fund (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 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, Service Class R 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 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.

3. Significant Accounting Policies.

VIP Growth Portfolio

3. Significant Accounting Policies - continued

Book-tax differences are primarily due to foreign currency transactions, redemptions in kind, partnerships, deferred trustees compensation and losses deferred due to wash sales.

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

Unrealized appreciation	$ 1,503,128,067
Unrealized depreciation	(90,200,332)
Net unrealized appreciation (depreciation)	$ 1,412,927,735
Cost for federal income tax purposes	$ 6,099,619,636

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Operating Policies.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,325,923,489 and $4,024,973,905, 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 annualized management fee rate was .56% of the Fund'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	$ 422,808
Service Class 2	825,519
Service Class 2 R	7,474
	$ 1,255,801

Initial Class	$ 1,837,763
Service Class	282,180
Service Class 2	224,547
Service Class 2R	1,915
Investor Class	81,832
	$ 2,428,237

VIP Growth Portfolio

6. Fees and Other Transactions with Affiliates - continued

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	$ 18,945,542	5.40%	$ 68,197

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 $8,923 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.

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 $85,397 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 $313.

10. Other.

At the end of the period, FMR or its affiliates were the owners of record of 12% of the total outstanding shares of the Fund and two of otherwise unaffiliated shareholders were the owners of record of 34% of the total outstanding shares of the Fund.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ 36,131,213	$ 25,469,432
Service Class	4,577,495	2,969,186
Service Class 2	2,505,307	1,415,183
Service Class 2R	22,643	11,992
Investor Class	488,297	123,218
Total	$ 43,724,955	$ 29,989,011

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	2,333,478	3,610,816	$ 87,862,291	$ 124,622,618
Reinvestment of distributions	987,192	750,646	36,131,213	25,469,432
Shares redeemed	(18,575,107)	(47,564,114)	(691,553,673)	(1,648,287,637)
Net increase (decrease)	(15,254,437)	(43,202,652)	$ (567,560,169)	$ (1,498,195,587)
Service Class
Shares sold	383,604	904,973	$ 14,113,882	$ 31,365,157
Reinvestment of distributions	125,445	87,794	4,577,495	2,969,186
Shares redeemed	(3,666,965)	(8,801,822)	(135,726,612)	(303,894,497)
Net increase (decrease)	(3,157,916)	(7,809,055)	$ (117,035,235)	$ (269,560,154)
Service Class 2
Shares sold	1,862,656	3,844,723	$ 68,999,025	$ 131,119,141
Reinvestment of distributions	69,150	42,144	2,505,307	1,415,183
Shares redeemed	(1,713,667)	(11,956,728)	(63,602,537)	(413,608,979)
Net increase (decrease)	218,139	(8,069,861)	$ 7,901,795	$ (281,074,655)
Service Class 2R
Shares sold	126,327	109,377	$ 4,863,653	$ 3,727,115
Reinvestment of distributions	628	358	22,643	11,992
Shares redeemed	(22,427)	(129,250)	(809,302)	(4,434,759)
Net increase (decrease)	104,528	(19,515)	$ 4,076,994	$ (695,652)
Investor Class
Shares sold	602,007	1,635,275	$ 22,432,556	$ 56,255,612
Reinvestment of distributions	13,371	3,637	488,297	123,218
Shares redeemed	(144,559)	(205,451)	(5,407,637)	(7,058,413)
Net increase (decrease)	470,819	1,433,461	$ 17,513,216	$ 49,320,417

VIP Growth Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPGRWT-SANN-0807
1.705692.109

Fidelity® Variable Insurance Products:
Growth Portfolio - Service Class 2R

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

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.

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Growth Portfolio

VIP Growth Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,125.50	$ 3.37
Hypothetical ^A	$ 1,000.00	$ 1,021.62	$ 3.21
Service Class
Actual	$ 1,000.00	$ 1,125.00	$ 3.90
Hypothetical ^A	$ 1,000.00	$ 1,021.12	$ 3.71
Service Class 2
Actual	$ 1,000.00	$ 1,124.10	$ 4.69
Hypothetical ^A	$ 1,000.00	$ 1,020.38	$ 4.46
Service Class 2R
Actual	$ 1,000.00	$ 1,124.20	$ 4.69
Hypothetical ^A	$ 1,000.00	$ 1,020.38	$ 4.46
Investor Class
Actual	$ 1,000.00	$ 1,124.60	$ 4.00
Hypothetical ^A	$ 1,000.00	$ 1,021.03	$ 3.81

^A 5% return per year before expenses

	Annualized Expense Ratio
Initial Class	.64%
Service Class	.74%
Service Class 2	.89%
Service Class 2R	.89%
Investor Class	.76%

Semiannual Report

VIP Growth Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
EMC Corp.	4.6	1.1
Biogen Idec, Inc.	4.0	2.8
Google, Inc. Class A (sub. vtg.)	4.0	2.6
Cisco Systems, Inc.	3.1	3.2
ABB Ltd. sponsored ADR	2.9	1.7
Research In Motion Ltd.	2.8	1.8
Commerce Bancorp, Inc.	2.5	1.6
Broadcom Corp. Class A	2.3	1.1
McDermott International, Inc.	2.3	0.5
Merck & Co., Inc.	2.2	1.1
	30.7
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	39.7	31.6
Health Care	16.4	20.8
Energy	10.2	5.8
Industrials	10.1	11.1
Financials	9.2	10.2

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Stocks 99.8%			Stocks 99.9%
	Short-Term Investments and Net Other Assets 0.2%			Short-Term Investments and Net Other Assets 0.1%
* Foreign investments		24.6%	** Foreign investments		13.2%

VIP Growth Portfolio

VIP Growth Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.8%
	Shares		Value
CONSUMER DISCRETIONARY - 6.2%
Distributors - 0.2%
Li & Fung Ltd.	3,080,000		$ 11,088,347
Hotels, Restaurants & Leisure - 1.3%
McCormick & Schmick's Seafood Restaurants (a)	487,327		12,641,262
McDonald's Corp.	869,200		44,120,592
Starbucks Corp. (a)	1,348,454		35,383,433
			92,145,287
Household Durables - 1.6%
Garmin Ltd. (d)	676,194		50,018,070
Tele Atlas NV (a)(d)	1,463,800		31,459,978
TomTom Group BV (a)(d)	750,935		38,548,844
			120,026,892
Media - 2.0%
Focus Media Holding Ltd. ADR (a)(d)	842,082		42,525,141
Lamar Advertising Co. Class A	573,540		35,995,370
McGraw-Hill Companies, Inc.	557,854		37,978,700
National CineMedia, Inc.	1,054,175		29,527,442
			146,026,653
Specialty Retail - 0.4%
Guess?, Inc.	180,200		8,656,808
PETsMART, Inc.	315,300		10,231,485
Zumiez, Inc. (a)	360,264		13,610,774
			32,499,067
Textiles, Apparel & Luxury Goods - 0.7%
Polo Ralph Lauren Corp. Class A	371,732		36,470,627
Volcom, Inc. (a)	362,120		18,153,076
			54,623,703
TOTAL CONSUMER DISCRETIONARY			456,409,949
CONSUMER STAPLES - 4.6%
Beverages - 0.5%
PepsiCo, Inc.	642,529		41,668,006
Food & Staples Retailing - 1.6%
CVS Caremark Corp.	1,856,285		67,661,588
Walgreen Co.	1,093,700		47,619,698
			115,281,286
Food Products - 0.9%
Nestle SA sponsored ADR	347,200		33,209,680
Tyson Foods, Inc. Class A	1,546,500		35,631,360
			68,841,040
Household Products - 1.3%
Colgate-Palmolive Co.	716,200		46,445,570
Procter & Gamble Co.	787,700		48,199,363
			94,644,933

	Shares		Value
Personal Products - 0.3%
Bare Escentuals, Inc.	433,647		$ 14,809,045
Physicians Formula Holdings, Inc.	372,988		5,865,236
			20,674,281
TOTAL CONSUMER STAPLES			341,109,546
ENERGY - 10.2%
Energy Equipment & Services - 2.1%
Schlumberger Ltd. (NY Shares)	1,864,400		158,362,136
Oil, Gas & Consumable Fuels - 8.1%
Canadian Natural Resources Ltd.	420,300		27,926,622
Canadian Oil Sands Trust unit	1,734,200		53,625,485
Chesapeake Energy Corp. (d)	1,655,511		57,280,681
Denbury Resources, Inc. (a)	310,500		11,643,750
EOG Resources, Inc.	1,006,800		73,556,808
Gazprom OAO sponsored ADR	1,151,675		48,197,599
Petroplus Holdings AG	232,327		23,924,964
Ultra Petroleum Corp. (a)	1,096,726		60,583,144
Valero Energy Corp.	1,341,000		99,046,260
Western Oil Sands, Inc. Class A (a)	1,195,400		39,837,315
Williams Companies, Inc.	2,325,647		73,536,958
XTO Energy, Inc.	395,300		23,757,530
			592,917,116
TOTAL ENERGY			751,279,252
FINANCIALS - 9.2%
Capital Markets - 3.3%
Charles Schwab Corp.	5,102,972		104,712,985
Northern Trust Corp.	561,079		36,043,715
State Street Corp.	1,162,400		79,508,160
T. Rowe Price Group, Inc.	350,300		18,177,067
			238,441,927
Commercial Banks - 2.7%
Commerce Bancorp, Inc. (d)	4,965,954		183,690,638
East West Bancorp, Inc.	398,622		15,498,423
			199,189,061
Consumer Finance - 1.0%
American Express Co.	1,227,000		75,067,860
Insurance - 2.2%
AFLAC, Inc.	693,120		35,626,368
American International Group, Inc.	1,273,866		89,208,836
Willis Group Holdings Ltd.	796,700		35,102,602
			159,937,806
TOTAL FINANCIALS			672,636,654
HEALTH CARE - 16.4%
Biotechnology - 7.0%
Acorda Therapeutics, Inc. (a)(d)	1,272,583		21,710,266
Altus Pharmaceuticals, Inc. (a)	1,229,209		14,185,072
Amylin Pharmaceuticals, Inc. (a)(d)	647,003		26,630,643
Common Stocks - continued
	Shares		Value
HEALTH CARE - continued
Biotechnology - continued
Biogen Idec, Inc. (a)	5,485,233		$ 293,459,966
CSL Ltd.	757,405		56,517,258
Genentech, Inc. (a)	460,900		34,871,694
Gilead Sciences, Inc. (a)	1,745,384		67,668,538
			515,043,437
Health Care Equipment & Supplies - 3.3%
ArthroCare Corp. (a)	255,015		11,197,709
Becton, Dickinson & Co.	884,200		65,872,900
BioLase Technology, Inc. (a)(d)	380,511		2,309,702
C.R. Bard, Inc.	598,500		49,454,055
Cochlear Ltd.	355,296		18,377,668
DENTSPLY International, Inc.	931,714		35,647,378
Kyphon, Inc. (a)	366,930		17,667,680
Mindray Medical International Ltd. sponsored ADR	181,400		5,538,142
Sirona Dental Systems, Inc. (d)	883,476		33,421,897
			239,487,131
Health Care Providers & Services - 1.8%
Brookdale Senior Living, Inc.	742,466		33,834,176
Henry Schein, Inc. (a)	1,005,175		53,706,500
Medco Health Solutions, Inc. (a)	437,700		34,136,223
VCA Antech, Inc. (a)	178,102		6,712,664
			128,389,563
Health Care Technology - 0.1%
Cerner Corp. (a)	134,200		7,444,074
Life Sciences Tools & Services - 1.3%
Covance, Inc. (a)	903,200		61,923,392
Millipore Corp. (a)	46,600		3,499,194
Pharmaceutical Product Development, Inc.	603,787		23,106,928
Waters Corp. (a)	118,300		7,022,288
			95,551,802
Pharmaceuticals - 2.9%
Allergan, Inc.	912,600		52,602,264
Merck & Co., Inc.	3,269,800		162,836,040
			215,438,304
TOTAL HEALTH CARE			1,201,354,311
INDUSTRIALS - 10.1%
Air Freight & Logistics - 0.1%
C.H. Robinson Worldwide, Inc.	137,560		7,224,651
Commercial Services & Supplies - 1.3%
Corrections Corp. of America (a)	514,345		32,460,313
Equifax, Inc.	1,246,404		55,365,266
Kenexa Corp. (a)	304,942		11,499,363
			99,324,942

	Shares		Value
Construction & Engineering - 1.6%
Fluor Corp.	561,000		$ 62,478,570
Granite Construction, Inc.	225,200		14,453,336
Jacobs Engineering Group, Inc. (a)	676,200		38,888,262
			115,820,168
Electrical Equipment - 4.7%
ABB Ltd. sponsored ADR	9,566,400		216,200,640
General Cable Corp.	1,282,200		97,126,650
Grupo Corporacion Tecnologica SA	117,020		4,276,121
Vestas Wind Systems AS (a)	464,100		30,722,802
			348,326,213
Industrial Conglomerates - 2.3%
McDermott International, Inc. (a)	2,046,164		170,077,152
Machinery - 0.1%
IDEX Corp.	102,300		3,942,642
TOTAL INDUSTRIALS			744,715,768
INFORMATION TECHNOLOGY - 39.7%
Communications Equipment - 12.4%
Balda AG	1,090,688		15,661,815
Cisco Systems, Inc. (a)	8,231,300		229,241,705
Corning, Inc. (a)	4,535,200		115,874,360
Harris Corp.	659,700		35,986,635
Nice Systems Ltd. sponsored ADR	1,451,567		50,427,438
Nokia Corp. sponsored ADR	4,434,700		124,659,417
Polycom, Inc. (a)	1,226,621		41,214,466
QUALCOMM, Inc.	2,130,503		92,442,525
Research In Motion Ltd. (a)	1,033,900		206,769,663
			912,278,024
Computers & Peripherals - 7.0%
Apple, Inc. (a)	622,934		76,022,865
Dell, Inc. (a)	1,307,011		37,315,164
Diebold, Inc.	142,343		7,430,305
EMC Corp. (a)	18,422,444		333,446,233
Network Appliance, Inc. (a)	328,901		9,603,909
SanDisk Corp. (a)	941,800		46,091,692
			509,910,168
Electronic Equipment & Instruments - 0.8%
Amphenol Corp. Class A	1,566,764		55,855,137
Itron, Inc. (a)	53,661		4,182,338
			60,037,475
Internet Software & Services - 5.7%
Baidu.com, Inc. sponsored ADR (a)(d)	107,468		18,052,475
comScore, Inc.	7,500		173,625
eBay, Inc. (a)	1,505,141		48,435,437
Google, Inc. Class A (sub. vtg.) (a)	559,300		292,726,434
Omniture, Inc.	683,506		15,665,958
VeriSign, Inc. (a)	1,469,700		46,633,581
			421,687,510
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
IT Services - 5.3%
Cognizant Technology Solutions Corp. Class A (a)	816,000		$ 61,273,440
ExlService Holdings, Inc.	802,829		15,045,015
Infosys Technologies Ltd.	1,164,339		55,424,261
Infosys Technologies Ltd. sponsored ADR	642,300		32,359,074
Mastercard, Inc. Class A	230,700		38,266,209
Paychex, Inc. (d)	815,514		31,902,908
The Western Union Co.	6,262,924		130,456,707
WNS Holdings Ltd. ADR	871,100		24,791,506
			389,519,120
Semiconductors & Semiconductor Equipment - 4.3%
Applied Materials, Inc.	6,862,700		136,361,849
Broadcom Corp. Class A (a)	5,877,110		171,905,468
SiRF Technology Holdings, Inc. (a)(d)	327,905		6,800,750
			315,068,067
Software - 4.2%
Activision, Inc. (a)	1,444,746		26,973,408
Cadence Design Systems, Inc. (a)	992,800		21,801,888
Electronic Arts, Inc. (a)	899,287		42,554,261
FalconStor Software, Inc. (a)(d)	357,352		3,770,064
Microsoft Corp.	2,893,470		85,270,561
Nintendo Co. Ltd.	168,100		61,659,078
Pros Holdings, Inc.	39,500		517,450
Red Hat, Inc. (a)	1,807,219		40,264,839
Salesforce.com, Inc. (a)	173,100		7,419,066
Sourcefire, Inc.	208,031		2,910,354
THQ, Inc. (a)	470,225		14,351,267
			307,492,236
TOTAL INFORMATION TECHNOLOGY			2,915,992,600
MATERIALS - 2.2%
Chemicals - 1.8%
Monsanto Co.	1,213,400		81,953,036
The Mosaic Co. (a)	247,400		9,653,548
Zoltek Companies, Inc. (a)(d)	988,442		41,049,996
			132,656,580
Metals & Mining - 0.4%
Arcelor Mittal	423,100		26,401,440
TOTAL MATERIALS			159,058,020

	Shares		Value
TELECOMMUNICATION SERVICES - 1.2%
Diversified Telecommunication Services - 0.6%
AT&T, Inc.	1,010,715		$ 41,944,673
Wireless Telecommunication Services - 0.6%
America Movil SAB de CV Series L sponsored ADR	712,500		44,125,125
TOTAL TELECOMMUNICATION SERVICES			86,069,798
TOTAL COMMON STOCKS (Cost $5,913,579,740)		7,328,625,898
Money Market Funds - 2.5%

Fidelity Cash Central Fund, 5.32% (b)	13,906,471		13,906,471
Fidelity Securities Lending Cash Central Fund, 5.4% (b)(c)	170,015,002		170,015,002
TOTAL MONEY MARKET FUNDS (Cost $183,921,473)		183,921,473

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $6,097,501,213)

7,512,547,371

NET OTHER ASSETS - (2.3)%

(168,817,511)

NET ASSETS - 100%

$ 7,343,729,860

Legend

(a) Non-income producing

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

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	$ 1,187,797
Fidelity Securities Lending Cash Central Fund	1,066,462
Total	$ 2,254,259

Other Information

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

United States of America	75.4%
Canada	5.2%
Switzerland	3.6%
Panama	2.3%
Netherlands Antilles	2.1%
Finland	1.7%
Netherlands	1.3%
India	1.3%
Australia	1.0%
Others (individually less than 1%)	6.1%
	100.0%

Income Tax Information

At December 31, 2006, the fund had a capital loss carryforward of approximately $1,792,773,530 of which $1,748,065,676 and $44,707,854 will expire on December 31, 2010 and 2011, respectively.

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

VIP Growth Portfolio

VIP Growth Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value (including securities loaned of $169,299,474) - See accompanying schedule: Unaffiliated issuers (cost $5,913,579,740)	$ 7,328,625,898
Fidelity Central Funds (cost $183,921,473)	183,921,473
Total Investments (cost $6,097,501,213)		$ 7,512,547,371
Foreign currency held at value (cost $96)		97
Receivable for investments sold		95,363,672
Receivable for fund shares sold		1,309,306
Dividends receivable		3,688,383
Distributions receivable from Fidelity Central Funds		281,428
Prepaid expenses		16,548
Other receivables		266,083
Total assets		7,613,472,888

Liabilities
Payable for investments purchased	$ 88,407,776
Payable for fund shares redeemed	6,643,757
Accrued management fee	3,399,304
Distribution fees payable	218,977
Other affiliated payables	515,723
Other payables and accrued expenses	542,489
Collateral on securities loaned, at value	170,015,002
Total liabilities		269,743,028

Net Assets		$ 7,343,729,860
Net Assets consist of:
Paid in capital		$ 7,346,152,868
Undistributed net investment income		4,037,716
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(1,421,510,737)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		1,415,050,013
Net Assets		$ 7,343,729,860

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($5,662,103,236 ÷ 141,172,832 shares)		$ 40.11

Service Class: Net Asset Value, offering price and redemption price per share ($855,381,166 ÷ 21,399,667 shares)		$ 39.97

Service Class 2: Net Asset Value, offering price and redemption price per share ($711,557,695 ÷ 17,939,767 shares)		$ 39.66

Service Class 2R: Net Asset Value, offering price and redemption price per share ($9,796,564 ÷ 248,040 shares)		$ 39.50

Investor Class: Net Asset Value, offering price and redemption price per share ($104,891,199 ÷ 2,622,089 shares)		$ 40.00

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

Semiannual Report

VIP Growth Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 26,442,382
Interest		27,844
Income from Fidelity Central Funds (including $1,066,462 from security lending)		2,254,259
Total income		28,724,485

Expenses
Management fee	$ 19,989,918
Transfer agent fees	2,428,237
Distribution fees	1,255,801
Accounting and security lending fees	597,094
Custodian fees and expenses	88,085
Independent trustees' compensation	11,170
Appreciation in deferred trustee compensation account	208
Audit	46,847
Legal	14,278
Interest	68,197
Miscellaneous	(366,950)
Total expenses before reductions	24,132,885
Expense reductions	(87,400)	24,045,485
Net investment income (loss)		4,679,000
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	374,518,770
Foreign currency transactions	75,738
Total net realized gain (loss)		374,594,508
Change in net unrealized appreciation (depreciation) on: Investment securities	465,562,641
Assets and liabilities in foreign currencies	28,518
Total change in net unrealized appreciation (depreciation)		465,591,159
Net gain (loss)		840,185,667
Net increase (decrease) in net assets resulting from operations		$ 844,864,667

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 4,679,000	$ 44,825,931
Net realized gain (loss)	374,594,508	1,210,469,636
Change in net unrealized appreciation (depreciation)	465,591,159	(728,402,326)
Net increase (decrease) in net assets resulting from operations	844,864,667	526,893,241
Distributions to shareholders from net investment income	(43,724,955)	(29,989,011)
Share transactions - net increase (decrease)	(655,103,399)	(2,000,205,631)
Redemption fees	3,513	1,882
Total increase (decrease) in net assets	146,039,826	(1,503,299,519)

Net Assets
Beginning of period	7,197,690,034	8,700,989,553
End of period (including undistributed net investment income of $4,037,716 and undistributed net investment income of $43,290,513, respectively)	$ 7,343,729,860	$ 7,197,690,034

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

VIP Growth Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 35.87	$ 33.70	$ 32.01	$ 31.04	$ 23.44	$ 33.61
Income from Investment Operations
Net investment income (loss)^E	.03	.21	.11	.15^{H, K}	.07	.07
Net realized and unrealized gain (loss)	4.45	2.09	1.74	.90	7.60	(10.17)
Total from investment operations	4.48	2.30	1.85	1.05	7.67	(10.10)
Distributions from net investment income	(.24)	(.13)	(.16)	(.08)	(.07)	(.07)
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 40.11	$ 35.87	$ 33.70	$ 32.01	$ 31.04	$ 23.44
Total Return^{B, C, D}	12.55%	6.85%	5.80%	3.38%	32.85%	(30.10)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.64%^A	.68%	.67%	.68%	.67%	.67%
Expenses net of fee waivers, if any	.64%^A	.68%	.67%	.68%	.67%	.67%
Expenses net of all reductions	.64%^A	.67%	.63%	.65%	.64%	.61%
Net investment income (loss)	.17%^A	.61%	.36%	.47%^K	.28%	.25%
Supplemental Data
Net assets, end of period (000 omitted)	$ 5,662,103	$ 5,610,629	$ 6,726,655	$ 7,796,888	$ 8,594,509	$ 7,016,147
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period.^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. 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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 35.72	$ 33.56	$ 31.88	$ 30.92	$ 23.34	$ 33.48
Income from Investment Operations
Net investment income (loss)^E	.01	.18	.08	.11^{H, K}	.05	.04
Net realized and unrealized gain (loss)	4.44	2.07	1.72	.90	7.58	(10.14)
Total from investment operations	4.45	2.25	1.80	1.01	7.63	(10.10)
Distributions from net investment income	(.20)	(.09)	(.12)	(.05)	(.05)	(.04)
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 39.97	$ 35.72	$ 33.56	$ 31.88	$ 30.92	$ 23.34
Total Return^{B, C, D}	12.50%	6.73%	5.67%	3.26%	32.78%	(30.20)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.74%^A	.78%	.77%	.78%	.77%	.77%
Expenses net of fee waivers, if any	.74%^A	.78%	.77%	.78%	.77%	.77%
Expenses net of all reductions	.74%^A	.77%	.73%	.75%	.74%	.71%
Net investment income (loss)	.07%^A	.51%	.26%	.37%^K	.18%	.15%
Supplemental Data
Net assets, end of period (000 omitted)	$ 855,381	$ 877,279	$ 1,086,172	$ 1,326,262	$ 1,401,298	$ 1,058,738
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. 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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 35.42	$ 33.29	$ 31.64	$ 30.72	$ 23.21	$ 33.34
Income from Investment Operations
Net investment income (loss)^E	(.02)	.12	.03	.07^{H, K}	.01	-^J
Net realized and unrealized gain (loss)	4.40	2.07	1.71	.89	7.53	(10.09)
Total from investment operations	4.38	2.19	1.74	.96	7.54	(10.09)
Distributions from net investment income	(.14)	(.06)	(.09)	(.04)	(.03)	(.04)
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 39.66	$ 35.42	$ 33.29	$ 31.64	$ 30.72	$ 23.21
Total Return^{B, C, D}	12.41%	6.57%	5.50%	3.12%	32.54%	(30.30)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.89%^A	.94%	.92%	.93%	.92%	.93%
Expenses net of fee waivers, if any	.89%^A	.94%	.92%	.93%	.92%	.93%
Expenses net of all reductions	.89%^A	.92%	.88%	.90%	.89%	.87%
Net investment income (loss)	(.08)%^A	.36%	.11%	.22%^K	.02%	(.01)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 711,558	$ 627,754	$ 858,587	$ 811,126	$ 609,798	$ 238,543
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. 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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002^L
Selected Per-Share Data
Net asset value, beginning of period	$ 35.28	$ 33.18	$ 31.54	$ 30.65	$ 23.20	$ 31.05
Income from Investment Operations
Net investment income (loss)^E	(.01)	.12	.04	.07^{H, K}	.01	(.01)
Net realized and unrealized gain (loss)	4.38	2.06	1.70	.88	7.51	(7.84)
Total from investment operations	4.37	2.18	1.74	.95	7.52	(7.85)
Distributions from net investment income	(.15)	(.08)	(.10)	(.06)	(.07)	-
Redemption fees added to paid in capital^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 39.50	$ 35.28	$ 33.18	$ 31.54	$ 30.65	$ 23.20
Total Return^{B, C, D}	12.42%	6.58%	5.52%	3.10%	32.54%	(25.28)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.89%^A	.93%	.92%	.93%	.92%	.96%^A
Expenses net of fee waivers, if any	.89%^A	.93%	.92%	.93%	.92%	.96%^A
Expenses net of all reductions	.88%^A	.92%	.88%	.90%	.90%	.90%^A
Net investment income (loss)	(.08)%^A	.36%	.12%	.22%^K	.02%	(.03)%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 9,797	$ 5,063	$ 5,409	$ 2,667	$ 1,369	$ 210
Portfolio turnover rate^G	94%^A	114%	79%	72%	61%	90%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 Investment income per share reflects a special dividend which amounted to $.08 per share. ^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. ^J Amount represents less than $.01 per share. ^K As a result in the change in the estimate of the return of capital components of dividend income realized in the year ended December 31, 2003, net investment income per share and the ratio of net investment income to average net assets for the year ended December 31, 2004 have been reduced by $.01 per share and .02%, respectively. The change in estimate has no impact on total net assets or total return of the class. ^L For the period April 24, 2002 (commencement of sale of shares) to December 31, 2002.

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

VIP Growth Portfolio

Financial Highlights - Investor Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005^H
Selected Per-Share Data
Net asset value, beginning of period	$ 35.78	$ 33.67	$ 32.60
Income from Investment Operations
Net investment income (loss)^E	.01	.17	.03
Net realized and unrealized gain (loss)	4.43	2.08	1.04
Total from investment operations	4.44	2.25	1.07
Distributions from net investment income	(.22)	(.14)	-
Redemption fees added to paid in capital^{E, J}	-	-	-
Net asset value, end of period	$ 40.00	$ 35.78	$ 33.67
Total Return^{B, C, D}	12.46%	6.72%	3.28%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.76%^A	.81%	.83%^A
Expenses net of fee waivers, if any	.76%^A	.81%	.83%^A
Expenses net of all reductions	.75%^A	.80%	.79%^A
Net investment income (loss)	.05%^A	.49%	.23%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 104,891	$ 76,965	$ 24,166
Portfolio turnover rate^G	94%^A	114%	79%
^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. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

2. Investments in Fidelity Central Funds.

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

3. Significant Accounting Policies.

VIP Growth Portfolio

3. Significant Accounting Policies - continued

Book-tax differences are primarily due to foreign currency transactions, redemptions in kind, partnerships, deferred trustees compensation and losses deferred due to wash sales.

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

Unrealized appreciation	$ 1,503,128,067
Unrealized depreciation	(90,200,332)
Net unrealized appreciation (depreciation)	$ 1,412,927,735
Cost for federal income tax purposes	$ 6,099,619,636

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Operating Policies.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,325,923,489 and $4,024,973,905, 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 annualized management fee rate was .56% of the Fund'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	$ 422,808
Service Class 2	825,519
Service Class 2 R	7,474
	$ 1,255,801

Initial Class	$ 1,837,763
Service Class	282,180
Service Class 2	224,547
Service Class 2R	1,915
Investor Class	81,832
	$ 2,428,237

VIP Growth Portfolio

6. Fees and Other Transactions with Affiliates - continued

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	$ 18,945,542	5.40%	$ 68,197

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 $8,923 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.

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 $85,397 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 $313.

10. Other.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ 36,131,213	$ 25,469,432
Service Class	4,577,495	2,969,186
Service Class 2	2,505,307	1,415,183
Service Class 2R	22,643	11,992
Investor Class	488,297	123,218
Total	$ 43,724,955	$ 29,989,011

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	2,333,478	3,610,816	$ 87,862,291	$ 124,622,618
Reinvestment of distributions	987,192	750,646	36,131,213	25,469,432
Shares redeemed	(18,575,107)	(47,564,114)	(691,553,673)	(1,648,287,637)
Net increase (decrease)	(15,254,437)	(43,202,652)	$ (567,560,169)	$ (1,498,195,587)
Service Class
Shares sold	383,604	904,973	$ 14,113,882	$ 31,365,157
Reinvestment of distributions	125,445	87,794	4,577,495	2,969,186
Shares redeemed	(3,666,965)	(8,801,822)	(135,726,612)	(303,894,497)
Net increase (decrease)	(3,157,916)	(7,809,055)	$ (117,035,235)	$ (269,560,154)
Service Class 2
Shares sold	1,862,656	3,844,723	$ 68,999,025	$ 131,119,141
Reinvestment of distributions	69,150	42,144	2,505,307	1,415,183
Shares redeemed	(1,713,667)	(11,956,728)	(63,602,537)	(413,608,979)
Net increase (decrease)	218,139	(8,069,861)	$ 7,901,795	$ (281,074,655)
Service Class 2R
Shares sold	126,327	109,377	$ 4,863,653	$ 3,727,115
Reinvestment of distributions	628	358	22,643	11,992
Shares redeemed	(22,427)	(129,250)	(809,302)	(4,434,759)
Net increase (decrease)	104,528	(19,515)	$ 4,076,994	$ (695,652)
Investor Class
Shares sold	602,007	1,635,275	$ 22,432,556	$ 56,255,612
Reinvestment of distributions	13,371	3,637	488,297	123,218
Shares redeemed	(144,559)	(205,451)	(5,407,637)	(7,058,413)
Net increase (decrease)	470,819	1,433,461	$ 17,513,216	$ 49,320,417

VIP Growth Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

VIPGRWTR-SANN-0807
1.833448.101

Fidelity® Variable Insurance Products:

High Income Portfolio

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting results") 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 Corp. or an affiliated company.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP High Income Portfolio

VIP High Income Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,029.90	$ 3.42
Hypothetical^A	$ 1,000.00	$ 1,021.42	$ 3.41
Service Class
Actual	$ 1,000.00	$ 1,030.10	$ 3.93
Hypothetical^A	$ 1,000.00	$ 1,020.93	$ 3.91
Service Class 2
Actual	$ 1,000.00	$ 1,028.80	$ 4.68
Hypothetical^A	$ 1,000.00	$ 1,020.18	$ 4.66
Initial Class R
Actual	$ 1,000.00	$ 1,030.00	$ 3.42
Hypothetical^A	$ 1,000.00	$ 1,021.42	$ 3.41
Service Class R
Actual	$ 1,000.00	$ 1,028.50	$ 3.97
Hypothetical^A	$ 1,000.00	$ 1,020.88	$ 3.96
Service Class 2R
Actual	$ 1,000.00	$ 1,028.80	$ 4.83
Hypothetical^A	$ 1,000.00	$ 1,020.03	$ 4.81
Investor Class
Actual	$ 1,000.00	$ 1,030.00	$ 3.77
Hypothetical^A	$ 1,000.00	$ 1,021.08	$ 3.76

^A 5% return per year before expenses

Semiannual Report

VIP High Income Portfolio
Shareholder Expense Example - continued

	Annualized Expense Ratio
Initial Class	.68%
Service Class	.78%
Service Class 2	.93%
Initial Class R	.68%
Service Class R	.79%
Service Class 2R	.96%
Investor Class	.75%

VIP High Income Portfolio

VIP High Income Portfolio

Investment Changes

Top Five Holdings as of June 30, 2007
(by issuer, excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
Ford Motor Credit Co. LLC	2.2	2.4
Level 3 Financing, Inc.	2.2	1.4
MGM Mirage, Inc.	2.1	1.9
Ship Finance International Ltd.	2.0	1.8
General Motors Acceptance Corp.	1.8	1.9
	10.3
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Energy	11.3	8.3
Telecommunications	8.9	8.3
Gaming	6.9	6.3
Automotive	6.8	6.6
Healthcare	6.7	5.5

Quality Diversification (% of fund's net assets)
As of June 30, 2007		As of December 31, 2006
	AAA,AA,A 0.0%		AAA,AA,A 0.4%
	BBB 1.4%		BBB 0.7%
	BB 35.4%		BB 33.9%
	B 42.9%		B 45.1%
	CCC,CC,C 11.8%		CCC,CC,C 11.7%
	Not Rated 4.2%		Not Rated 3.1%
	Equities 1.4%		Equities 0.1%
	Short-Term Investments and Net Other Assets 2.9%		Short-Term Investments and Net Other Assets 5.0%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Nonconvertible Bonds 84.8%			Nonconvertible Bonds 87.0%
	Convertible Bonds, Preferred Stocks 1.2%			Convertible Bonds, Preferred Stocks 0.0%
	Common Stocks 0.4%			Common Stocks 0.1%
	Floating Rate Loans 10.7%			Floating Rate Loans 7.9%
	Short-Term Investments and Net Other Assets 2.9%			Short-Term Investments and Net Other Assets 5.0%
* Foreign investments		14.3%	** Foreign investments		16.1%

Semiannual Report

VIP High Income Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 85.2%
	Principal Amount		Value
Convertible Bonds - 0.4%
Energy - 0.4%
Chesapeake Energy Corp. 2.75% 11/15/35	$ 4,900,000		$ 5,308,170
Nonconvertible Bonds - 84.8%
Aerospace - 0.9%
Bombardier, Inc.:
6.75% 5/1/12 (c)	10,000		9,850
7.45% 5/1/34 (c)	4,100,000		3,956,500
8% 11/15/14 (c)	2,085,000		2,147,550
L-3 Communications Corp. 7.625% 6/15/12	4,705,000		4,787,338
			10,901,238
Air Transportation - 2.3%
American Airlines, Inc. pass thru trust certificates:
6.817% 5/23/11	7,425,000		7,397,156
8.608% 10/1/12	535,000		556,400
AMR Corp. 9% 8/1/12	1,980,000		2,014,650
Continental Airlines, Inc. 7.339% 4/19/14	1,100,000		1,086,250
Continental Airlines, Inc.:
6.903% 4/19/22	660,000		645,150
7.875% 7/2/18	1,137,361		1,151,578
9.558% 9/1/19	1,648,689		1,805,315
Continental Airlines, Inc. pass thru trust certificates:
7.566% 9/15/21	642,831		647,652
7.73% 9/15/12	324,255		324,255
8.312% 10/2/12	306,540		308,839
8.388% 5/1/22	585,291		604,313
9.798% 4/1/21	8,221,030		8,960,922
United AirLines, Inc. pass-thru certificates (Class B) 7.336% 7/2/19	3,300,000		3,267,000
			28,769,480
Automotive - 5.2%
ArvinMeritor, Inc. 8.125% 9/15/15	1,460,000		1,401,600
Ford Motor Co. 9.98% 2/15/47	1,450,000		1,305,000
Ford Motor Credit Co. LLC:
7% 10/1/13	5,790,000		5,370,225
7.25% 10/25/11	3,520,000		3,387,761
7.8% 6/1/12	3,000,000		2,913,750
8% 12/15/16	4,380,000		4,182,900
8.105% 1/13/12 (d)	5,590,000		5,548,075
10.61% 6/15/11 (d)	6,664,000		7,163,800
General Motors Acceptance Corp.:
6.75% 12/1/14	6,145,000		5,868,475
6.875% 9/15/11	4,690,000		4,584,475
8% 11/1/31	10,945,000		11,163,900
General Motors Corp. 8.375% 7/15/33	1,990,000		1,805,925

	Principal Amount		Value
GMAC LLC:
6% 12/15/11	$ 2,740,000		$ 2,603,000
6.625% 5/15/12	9,430,000		9,099,950
			66,398,836
Broadcasting - 0.4%
Nexstar Broadcasting, Inc. 7% 1/15/14	3,015,000		2,984,850
Nexstar Finance Holdings LLC/Nexstar Finance Holdings, Inc. 0% 4/1/13 (b)	1,850,000		1,817,625
			4,802,475
Building Materials - 0.3%
Anixter International, Inc. 5.95% 3/1/15	2,310,000		2,130,975
Belden CDT, Inc. 7% 3/15/17 (c)	2,170,000		2,137,450
			4,268,425
Cable TV - 3.2%
Charter Communications Holdings I LLC:
9.92% 4/1/14	5,500,000		5,005,000
10% 5/15/14	3,625,000		3,344,063
11.125% 1/15/14	2,970,000		2,940,300
12.125% 1/15/15	2,915,000		2,907,713
Charter Communications Holdings II LLC/Charter Communications Holdings II Capital Corp. 10.25% 9/15/10	1,735,000		1,808,738
EchoStar Communications Corp.:
6.625% 10/1/14	1,370,000		1,315,200
7% 10/1/13	5,940,000		5,850,900
7.125% 2/1/16	1,785,000		1,749,300
Kabel Deutschland GmbH 10.625% 7/1/14	4,350,000		4,763,250
NTL Cable PLC:
8.75% 4/15/14	2,175,000		2,245,688
9.125% 8/15/16	1,380,000		1,449,000
Umbrella Acquisition, Inc. 9.75% 3/15/15 pay-in-kind (c)	7,285,000		7,212,150
			40,591,302
Capital Goods - 0.6%
Leucadia National Corp. 7% 8/15/13	3,520,000		3,467,200
Sensus Metering Systems, Inc. 8.625% 12/15/13	4,325,000		4,433,125
			7,900,325
Chemicals - 3.5%
Chemtura Corp. 6.875% 6/1/16	2,640,000		2,491,632
Equistar Chemicals LP 7.55% 2/15/26	1,750,000		1,610,000
Equistar Chemicals LP/Equistar Funding Corp.:
8.75% 2/15/09	1,740,000		1,800,900
10.125% 9/1/08	1,040,000		1,079,000
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Chemicals - continued
Lyondell Chemical Co.:
6.875% 6/15/17	$ 7,590,000		$ 7,381,275
8% 9/15/14	3,110,000		3,187,750
8.25% 9/15/16	3,110,000		3,222,738
Momentive Performance Materials, Inc. 9.75% 12/1/14 (c)	8,720,000		8,741,800
Nalco Co. 7.75% 11/15/11	3,005,000		3,065,100
Nell AF Sarl 8.375% 8/15/15 (c)	765,000		728,663
NOVA Chemicals Corp. 8.4838% 11/15/13 (d)	2,425,000		2,449,250
Phibro Animal Health Corp.:
10% 8/1/13 (c)	2,440,000		2,549,800
13% 8/1/14 (c)	3,010,000		3,175,550
Tronox Worldwide LLC/Tronox Worldwide Finance Corp. 9.5% 12/1/12	2,740,000		2,849,600
			44,333,058
Consumer Products - 0.2%
Jostens Holding Corp. 0% 12/1/13 (b)	3,050,000		2,790,750
Containers - 0.7%
BWAY Corp. 10% 10/15/10	4,985,000		5,165,706
Greif, Inc. 6.75% 2/1/17	4,130,000		4,006,100
			9,171,806
Diversified Financial Services - 1.2%
E*TRADE Financial Corp.:
7.375% 9/15/13	1,490,000		1,534,700
7.875% 12/1/15	2,380,000		2,475,200
Leucadia National Corp. 7.125% 3/15/17 (c)	8,230,000		7,983,100
NSG Holdings II, LLC 7.75% 12/15/25 (c)	3,710,000		3,821,300
			15,814,300
Diversified Media - 1.7%
LBI Media Holdings, Inc. 0% 10/15/13 (b)	6,440,000		5,892,600
LBI Media, Inc. 10.125% 7/15/12	2,245,000		2,360,169
Liberty Media Corp. 8.25% 2/1/30	670,000		649,777
Nielsen Finance LLC/Co.:
0% 8/1/16 (b)(c)	3,435,000		2,421,675
10% 8/1/14 (c)	3,570,000		3,784,200
Quebecor Media, Inc. 7.75% 3/15/16	5,920,000		6,008,800
			21,117,221
Electric Utilities - 2.1%
AES Gener SA 7.5% 3/25/14	4,615,000		4,799,600
Aquila, Inc. 14.875% 7/1/12	2,555,000		3,232,075
NRG Energy, Inc. 7.375% 2/1/16	1,725,000		1,729,313

	Principal Amount		Value
Reliant Energy, Inc.:
7.625% 6/15/14	$ 3,860,000		$ 3,763,500
7.875% 6/15/17	2,930,000		2,856,750
Tenaska Alabama Partners LP 7% 6/30/21 (c)	2,615,986		2,668,306
Utilicorp Canada Finance Corp. 7.75% 6/15/11	6,740,000		7,144,400
Utilicorp United, Inc. 9.95% 2/1/11 (d)	55,000		58,850
			26,252,794
Energy - 9.3%
Atlas Pipeline Partners LP 8.125% 12/15/15	4,080,000		4,105,500
Chaparral Energy, Inc.:
8.5% 12/1/15	4,800,000		4,692,000
8.875% 2/1/17 (c)	1,760,000		1,738,000
Chesapeake Energy Corp.:
6.5% 8/15/17	7,185,000		6,807,788
6.625% 1/15/16	2,045,000		1,973,425
7.5% 6/15/14	2,095,000		2,136,900
7.75% 1/15/15	4,390,000		4,477,800
Complete Production Services, Inc. 8% 12/15/16 (c)	4,070,000		4,110,700
Energy Partners Ltd.:
9.75% 4/15/14 (c)	2,600,000		2,583,750
10.48% 4/15/13 (c)(d)	2,870,000		2,891,525
Forest Oil Corp.:
7.25% 6/15/19 (c)	4,990,000		4,827,825
7.75% 5/1/14	1,430,000		1,444,300
8% 12/15/11	1,440,000		1,476,000
Hanover Compressor Co.:
8.625% 12/15/10	2,560,000		2,639,872
9% 6/1/14	1,785,000		1,887,638
Hanover Equipment Trust 8.75% 9/1/11	775,000		800,188
Hilcorp Energy I LP/Hilcorp Finance Co.:
7.75% 11/1/15 (c)	5,890,000		5,713,300
9% 6/1/16 (c)	3,910,000		4,046,850
OPTI Canada, Inc. 8.25% 12/15/14 (c)	4,175,000		4,248,063
Pan American Energy LLC 7.75% 2/9/12 (c)	3,630,000		3,648,150
Parker Drilling Co.:
9.625% 10/1/13	2,960,000		3,167,200
10.11% 9/1/10 (d)	4,878,000		4,932,878
Petrohawk Energy Corp. 9.125% 7/15/13	8,045,000		8,507,588
Pioneer Natural Resources Co. 6.65% 3/15/17	2,255,000		2,119,700
Plains Exploration & Production Co. 7% 3/15/17	4,030,000		3,838,575
Range Resources Corp.:
6.375% 3/15/15 (Reg. S)	885,000		838,538
7.375% 7/15/13	10,075,000		10,150,563
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Energy - continued
Range Resources Corp.: - continued
7.5% 5/15/16	$ 1,910,000		$ 1,933,875
Seitel, Inc. 9.75% 2/15/14 (c)	4,330,000		4,265,050
Tesoro Corp. 6.5% 6/1/17 (c)	5,690,000		5,590,425
W&T Offshore, Inc. 8.25% 6/15/14 (c)	4,490,000		4,422,650
Williams Partners LP/Williams Partners Finance Corp. 7.25% 2/1/17	2,760,000		2,787,600
			118,804,216
Entertainment/Film - 0.2%
AMC Entertainment, Inc. 8% 3/1/14	2,025,000		1,989,563
Environmental - 0.7%
Allied Waste North America, Inc.:
6.875% 6/1/17	4,655,000		4,492,075
7.125% 5/15/16	3,180,000		3,112,425
Browning-Ferris Industries, Inc.:
6.375% 1/15/08	855,000		855,000
7.4% 9/15/35	585,000		532,350
			8,991,850
Food and Drug Retail - 1.4%
Albertsons, Inc.:
7.45% 8/1/29	2,280,000		2,223,750
7.75% 6/15/26	2,565,000		2,603,475
8% 5/1/31	1,685,000		1,722,220
Rite Aid Corp. 7.5% 3/1/17	8,710,000		8,383,375
SUPERVALU, Inc. 7.5% 11/15/14	2,375,000		2,434,375
			17,367,195
Food/Beverage/Tobacco - 1.1%
Dean Foods Co. 6.9% 10/15/17	1,445,000		1,365,525
National Beef Packing Co. LLC/National Beef Finance Corp. 10.5% 8/1/11	3,690,000		3,800,700
Pierre Foods, Inc. 9.875% 7/15/12	3,195,000		3,234,938
Smithfield Foods, Inc. 7.75% 7/1/17	2,160,000		2,143,800
Swift & Co.:
10.125% 10/1/09	3,215,000		3,311,450
12.5% 1/1/10	760,000		794,200
			14,650,613
Gaming - 6.9%
Chukchansi Economic Development Authority:
8% 11/15/13 (c)	3,210,000		3,258,150
8.8588% 11/15/12 (c)(d)	1,010,000		1,025,150
Mandalay Resort Group 9.375% 2/15/10	4,655,000		4,940,119

	Principal Amount		Value
MGM Mirage, Inc.:
6.625% 7/15/15	$ 785,000		$ 720,238
6.75% 9/1/12	9,015,000		8,733,281
6.75% 4/1/13	4,390,000		4,208,913
6.875% 4/1/16	4,365,000		4,070,363
7.625% 1/15/17	9,460,000		8,998,825
Mohegan Tribal Gaming Authority:
6.375% 7/15/09	4,740,000		4,692,600
7.125% 8/15/14	2,010,000		1,989,900
8% 4/1/12	970,000		1,002,738
Park Place Entertainment Corp. 7% 4/15/13	5,705,000		5,961,725
Scientific Games Corp. 6.25% 12/15/12	3,275,000		3,135,813
Seminole Hard Rock Entertainment, Inc. 7.86% 3/15/14 (c)(d)	1,520,000		1,535,200
Seneca Gaming Corp.:
Series B, 7.25% 5/1/12	4,600,000		4,623,000
7.25% 5/1/12	6,020,000		6,050,100
Snoqualmie Entertainment Authority:
9.125% 2/1/15 (c)	1,930,000		1,990,313
9.1488% 2/1/14 (c)(d)	2,450,000		2,462,250
Station Casinos, Inc. 6.875% 3/1/16	3,795,000		3,339,600
Virgin River Casino Corp./RBG LLC/B&BB, Inc.:
0% 1/15/13 (b)	2,100,000		1,606,500
9% 1/15/12	3,610,000		3,718,300
Wheeling Island Gaming, Inc. 10.125% 12/15/09	5,900,000		5,973,750
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 6.625% 12/1/14	3,550,000		3,425,750
			87,462,578
Healthcare - 6.0%
FMC Finance III SA 6.875% 7/15/17 (c)	5,460,000		5,357,625
HCA, Inc.:
6.5% 2/15/16	2,670,000		2,256,150
9.125% 11/15/14 (c)	3,045,000		3,204,863
9.25% 11/15/16 (c)	4,155,000		4,425,075
9.625% 11/15/16 pay-in-kind (c)	3,860,000		4,154,325
HealthSouth Corp. 10.75% 6/15/16	3,710,000		4,006,800
IASIS Healthcare LLC/IASIS Capital Corp. 8.75% 6/15/14	2,815,000		2,800,925
Multiplan, Inc. 10.375% 4/15/16 (c)	2,485,000		2,596,825
Omega Healthcare Investors, Inc.:
7% 4/1/14	9,970,000		9,895,225
7% 1/15/16	2,480,000		2,461,400
Rural/Metro Corp. 9.875% 3/15/15	1,670,000		1,720,100
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Healthcare - continued
Senior Housing Properties Trust 8.625% 1/15/12	$ 4,460,000		$ 4,749,900
Service Corp. International:
6.75% 4/1/15 (c)	3,300,000		3,176,250
7.5% 4/1/27 (c)	4,020,000		3,819,000
Team Finance LLC/Health Finance Corp. 11.25% 12/1/13	4,310,000		4,665,575
United Surgical Partners International, Inc.:
8.875% 5/1/17 (c)	1,540,000		1,532,300
9.25% 5/1/17 pay-in-kind (c)	1,980,000		1,970,100
US Oncology Holdings, Inc. 9.7969% 3/15/12 pay-in-kind (c)(d)	4,440,000		4,329,000
Ventas Realty LP:
6.5% 6/1/16	2,735,000		2,666,625
6.625% 10/15/14	2,320,000		2,288,100
6.75% 4/1/17	1,215,000		1,199,813
Viant Holdings, Inc. 10.125% 7/15/17 (c)	3,679,000		3,697,395
			76,973,371
Homebuilding/Real Estate - 2.3%
American Real Estate Partners/American Real Estate Finance Corp.:
7.125% 2/15/13	2,765,000		2,647,488
7.125% 2/15/13 (c)	6,345,000		6,122,925
8.125% 6/1/12	7,950,000		7,910,250
K. Hovnanian Enterprises, Inc.:
6.25% 1/15/15	1,155,000		999,075
8.875% 4/1/12	1,570,000		1,460,100
KB Home 7.75% 2/1/10	4,345,000		4,345,000
Realogy Corp.:
10.5% 4/15/14 (c)	580,000		553,900
12.375% 4/15/15 (c)	580,000		530,004
TOUSA, Inc.:
7.5% 3/15/11	1,230,000		805,650
7.5% 1/15/15	5,060,000		3,111,900
10.375% 7/1/12	1,295,000		958,300
			29,444,592
Hotels - 0.7%
Grupo Posadas SA de CV 8.75% 10/4/11 (c)	3,875,000		4,030,000
Host Marriott LP 7.125% 11/1/13	5,390,000		5,390,000
			9,420,000
Insurance - 0.5%
UnumProvident Corp. 7.375% 6/15/32	580,000		606,647

	Principal Amount		Value
USI Holdings Corp.:
9.23% 11/15/14 (c)(d)	$ 4,305,000		$ 4,218,900
9.75% 5/15/15 (c)	1,310,000		1,290,350
			6,115,897
Leisure - 2.2%
NCL Corp. Ltd. 10.625% 7/15/14	4,740,000		4,526,700
Royal Caribbean Cruises Ltd. yankee:
7% 6/15/13	4,720,000		4,740,150
7.25% 6/15/16	1,540,000		1,524,076
7.5% 10/15/27	1,980,000		1,861,200
Six Flags, Inc.:
9.625% 6/1/14	2,200,000		2,035,000
9.75% 4/15/13	2,085,000		1,959,900
Town Sports International Holdings, Inc. 0% 2/1/14 (b)	1,052,000		967,840
Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10	5,125,000		5,432,500
Universal City Florida Holding Co. I/II:
8.375% 5/1/10	575,000		582,188
10.1063% 5/1/10 (d)	4,340,000		4,448,500
			28,078,054
Metals/Mining - 5.0%
Arch Western Finance LLC 6.75% 7/1/13	6,050,000		5,823,125
Compass Minerals International, Inc.:
0% 12/15/12 (b)	4,520,000		4,655,600
0% 6/1/13 (b)	8,615,000		8,571,925
Drummond Co., Inc. 7.375% 2/15/16 (c)	7,370,000		6,927,800
FMG Finance Property Ltd.:
9.36% 9/1/11 (c)(d)	2,590,000		2,735,688
10% 9/1/13 (c)	1,505,000		1,657,381
10.625% 9/1/16 (c)	325,000		382,281
Freeport-McMoRan Copper & Gold, Inc.:
8.25% 4/1/15	1,415,000		1,489,288
8.375% 4/1/17	1,485,000		1,581,525
Massey Energy Co. 6.875% 12/15/13	7,890,000		7,179,900
Noranda Aluminium Acquisition Corp. 9.36% 5/15/15 pay-in-kind (c)(d)	3,040,000		3,005,800
Peabody Energy Corp.:
7.375% 11/1/16	2,675,000		2,735,188
7.875% 11/1/26	1,715,000		1,783,600
PNA Group, Inc. 10.75% 9/1/16 (c)	4,345,000		4,736,050
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Metals/Mining - continued
PNA Intermediate Holding Corp. 12.36% 2/15/13 pay-in-kind (c)(d)	$ 1,420,000		$ 1,434,200
Vedanta Resources PLC 6.625% 2/22/10 (c)	8,875,000		8,864,350
			63,563,701
Paper - 1.9%
Catalyst Paper Corp. 8.625% 6/15/11	1,710,000		1,650,150
Georgia-Pacific Corp.:
7% 1/15/15 (c)	8,720,000		8,414,800
8% 1/15/24	1,065,000		1,027,725
8.875% 5/15/31	2,325,000		2,325,000
Jefferson Smurfit Corp. U.S. 7.5% 6/1/13	2,815,000		2,730,550
Smurfit-Stone Container Enterprises, Inc. 8% 3/15/17	4,260,000		4,110,900
Stone Container Finance Co. 7.375% 7/15/14	3,740,000		3,590,400
			23,849,525
Publishing/Printing - 1.1%
Scholastic Corp. 5% 4/15/13	2,755,000		2,431,288
The Reader's Digest Association, Inc. 9% 2/15/17 (c)	3,305,000		3,090,175
TL Acquisitions, Inc.:
0% 7/15/15 (b)(c)	1,880,000		1,412,350
10.5% 1/15/15 (c)	2,900,000		2,813,000
Valassis Communications, Inc. 8.25% 3/1/15 (c)	4,250,000		4,080,000
			13,826,813
Railroad - 0.4%
Kansas City Southern Railway Co. 7.5% 6/15/09	4,860,000		4,860,000
Restaurants - 1.0%
Friendly Ice Cream Corp. 8.375% 6/15/12	6,195,000		6,473,775
Landry's Seafood Restaurants, Inc. 7.5% 12/15/14	6,915,000		6,707,550
			13,181,325
Services - 3.4%
Aramark Corp.:
8.5% 2/1/15 (c)	2,445,000		2,481,675
8.8563% 2/1/15 (c)(d)	1,010,000		1,027,675
Ashtead Capital, Inc. 9% 8/15/16 (c)	3,090,000		3,236,775
Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:
7.75% 5/15/16	1,850,000		1,905,500
7.86% 5/15/14 (d)	310,000		318,525

	Principal Amount		Value
Education Management LLC/Education Management Finance Corp. 10.25% 6/1/16	$ 3,320,000		$ 3,486,000
FTI Consulting, Inc.:
7.625% 6/15/13	4,965,000		5,014,650
7.75% 10/1/16	3,620,000		3,705,975
Hertz Corp.:
8.875% 1/1/14	1,295,000		1,346,800
10.5% 1/1/16	1,230,000		1,353,000
Iron Mountain, Inc.:
6.625% 1/1/16	575,000		526,125
8.25% 7/1/11	5,110,000		5,110,000
8.625% 4/1/13	5,270,000		5,322,700
Penhall International Corp. 12% 8/1/14 (c)	2,650,000		2,862,000
Rental Service Corp. 9.5% 12/1/14 (c)	2,830,000		2,886,600
Rural/Metro Corp. 0% 3/15/16 (b)	3,185,000		2,579,850
			43,163,850
Shipping - 3.5%
Britannia Bulk PLC 11% 12/1/11	2,885,000		2,942,700
Navios Maritime Holdings, Inc. 9.5% 12/15/14 (c)	4,795,000		5,034,750
Ship Finance International Ltd. 8.5% 12/15/13	25,180,000		25,935,383
Teekay Corp. 8.875% 7/15/11	10,093,000		10,799,510
			44,712,343
Specialty Retailing - 0.3%
VWR Funding, Inc. 10.25% 7/15/15 (c)	4,320,000		4,320,000
Steels - 1.0%
RathGibson, Inc. 11.25% 2/15/14	4,820,000		5,073,050
Steel Dynamics, Inc. 6.75% 4/1/15 (c)	8,060,000		7,818,200
			12,891,250
Super Retail - 1.4%
Michaels Stores, Inc.:
10% 11/1/14 (c)	5,190,000		5,358,675
11.375% 11/1/16 (c)	2,020,000		2,105,850
NBC Acquisition Corp. 0% 3/15/13 (b)	1,665,000		1,431,900
Nebraska Book Co., Inc. 8.625% 3/15/12	4,270,000		4,227,300
Toys 'R' US, Inc. 7.625% 8/1/11	4,685,000		4,357,050
			17,480,775
Technology - 3.8%
Avago Technologies Finance Ltd. 10.125% 12/1/13	275,000		292,875
Freescale Semiconductor, Inc.:
8.875% 12/15/14 (c)	5,010,000		4,803,588
9.125% 12/15/14 pay-in-kind (c)	3,770,000		3,558,126
9.235% 12/15/14 (c)(d)	2,910,000		2,808,150
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Technology - continued
Freescale Semiconductor, Inc.: - continued
10.125% 12/15/16 (c)	$ 5,360,000		$ 5,038,400
Hynix Semiconductor, Inc. 7.875% 6/27/17 (c)	1,660,000		1,637,175
IKON Office Solutions, Inc. 7.75% 9/15/15	3,560,000		3,577,800
Lucent Technologies, Inc.:
6.45% 3/15/29	2,415,000		2,088,975
6.5% 1/15/28	2,915,000		2,550,625
Nortel Networks Corp.:
9.6056% 7/15/11 (c)(d)	3,340,000		3,548,750
10.125% 7/15/13 (c)	3,825,000		4,102,313
NXP BV:
7.875% 10/15/14	2,850,000		2,785,875
8.1056% 10/15/13 (d)	2,595,000		2,556,075
9.5% 10/15/15	4,930,000		4,856,050
Xerox Capital Trust I 8% 2/1/27	4,400,000		4,466,000
			48,670,777
Telecommunications - 7.8%
Digicel Group Ltd.:
8.875% 1/15/15 (c)	4,130,000		4,042,238
9.125% 1/15/15 pay-in-kind (c)	1,780,000		1,755,525
Digicel Ltd. 9.25% 9/1/12 (c)	4,605,000		4,841,006
Intelsat Ltd.:
6.5% 11/1/13	6,510,000		5,289,375
7.625% 4/15/12	6,270,000		5,674,350
9.25% 6/15/16	3,790,000		4,007,925
Level 3 Financing, Inc.:
8.75% 2/15/17 (c)	5,135,000		5,064,394
9.15% 2/15/15 (c)(d)	4,990,000		4,965,050
9.25% 11/1/14	11,140,000		11,181,775
12.25% 3/15/13	5,435,000		6,223,075
MetroPCS Wireless, Inc.:
9.25% 11/1/14 (c)	2,570,000		2,647,100
9.25% 11/1/14 (c)	4,510,000		4,645,300
Mobile Telesystems Finance SA 8% 1/28/12 (c)	2,608,000		2,689,630
Orascom Telecom Finance SCA 7.875% 2/8/14 (c)	3,590,000		3,475,551
PanAmSat Corp. 9% 8/15/14	2,374,000		2,474,895
Qwest Corp.:
6.5% 6/1/17 (c)	4,590,000		4,417,875
7.5% 10/1/14	3,840,000		3,926,400
8.61% 6/15/13 (d)	7,630,000		8,354,850
Rural Cellular Corp. 8.36% 6/1/13 (c)(d)	3,010,000		2,994,950
U.S. West Communications:
6.875% 9/15/33	2,535,000		2,382,900
7.5% 6/15/23	4,335,000		4,313,325

	Principal Amount		Value
Windstream Corp.:
8.125% 8/1/13	$ 1,350,000		$ 1,412,438
8.625% 8/1/16	2,565,000		2,706,075
			99,486,002
Textiles & Apparel - 0.6%
Hanesbrands, Inc. 8.735% 12/15/14 (c)(d)	2,720,000		2,740,400
Levi Strauss & Co. 8.875% 4/1/16	5,165,000		5,294,125
			8,034,525
TOTAL NONCONVERTIBLE BONDS			1,080,450,825
TOTAL CORPORATE BONDS (Cost $1,079,809,164)		1,085,758,995
Commercial Mortgage Securities - 0.0%

LB Multi-family Mortgage Trust Series 1991-4 Class A1, 7.2305% 4/25/21 (c)(d) (Cost $140,120)	181,255		163,130
Common Stocks - 0.4%
	Shares
Air Transportation - 0.4%
Delta Air Lines, Inc. (a)	251,576		4,956,047
Textiles & Apparel - 0.0%
Arena Brands Holding Corp. Class B (a)(e)	48,889		356,401
TOTAL COMMON STOCKS (Cost $7,950,980)		5,312,448
Preferred Stocks - 0.8%

Convertible Preferred Stocks - 0.4%
Electric Utilities - 0.1%
AES Trust III 6.75%	20,800		1,028,352
Energy - 0.3%
El Paso Corp. 4.99%	3,000		4,381,770
TOTAL CONVERTIBLE PREFERRED STOCKS			5,410,122
Nonconvertible Preferred Stocks - 0.4%
Telecommunications - 0.4%
Rural Cellular Corp. 12.25% pay-in-kind	3,862		4,711,640
TOTAL PREFERRED STOCKS (Cost $9,704,754)		10,121,762

Floating Rate Loans - 10.7%
	Principal Amount		Value
Air Transportation - 0.6%
United Air Lines, Inc. Tranche B, term loan 7.375% 2/1/14 (d)	$ 7,760,000		$ 7,701,800
Automotive - 1.6%
Federal-Mogul Corp. term loan 7.07% 12/31/07 (d)	3,060,000		3,063,825
Ford Motor Co. term loan 8.36% 12/15/13 (d)	14,696,150		14,714,520
Navistar International Corp.:
term loan 8.6099% 1/19/12 (d)	1,965,333		1,975,160
Credit-Linked Deposit 8.5907% 1/19/12 (d)	714,667		718,240
			20,471,745
Cable TV - 1.7%
Charter Communications Operating LLC Tranche B 1LN, term loan 7.36% 3/6/14 (d)	7,620,000		7,543,800
CSC Holdings, Inc. Tranche B, term loan 7.07% 3/29/13 (d)	4,900,500		4,894,374
Insight Midwest Holdings LLC Tranche B, term loan 7.35% 4/6/14 (d)	4,830,000		4,836,038
Univision Communications, Inc.:
Tranche 1LN, term loan 7.605% 9/29/14 (d)	3,983,893		3,904,215
Tranche DD 1LN, term loan 9/29/14 (d)(f)	256,107		250,985
			21,429,412
Capital Goods - 0.3%
Dresser, Inc.:
Tranche 2LN, term loan 11.11% 5/4/15 pay-in-kind (d)	3,250,000		3,290,625
Tranche B 1LN, term loan 7.86% 5/4/14 (d)	430,000		430,000
			3,720,625
Diversified Financial Services - 0.4%
LPL Investment Holdings, Inc. Tranche D, term loan 7.35% 6/28/13 (d)	4,967,051		4,967,051
Electric Utilities - 0.9%
Ashmore Energy International:
Revolving Credit-Linked Deposit 8.35% 3/30/12 (d)	659,006		659,829
term loan 8.36% 3/30/14 (d)	5,020,994		5,027,271
NRG Energy, Inc.:
term loan:
6/8/14 (d)(f)	545,018		542,293
7.07% 2/1/13 (d)	3,742,081		3,737,403
7.07% 2/1/13 (d)	1,553,523		1,551,581
			11,518,377
Energy - 1.3%
Kinder Morgan, Inc. Tranche B, term loan 6.82% 5/30/14 (d)	9,230,000		9,230,000

	Principal Amount		Value
Petroleum Geo-Services ASA term loan 7.11% 6/28/15 (d)	$ 2,900,000		$ 2,900,000
Sandridge Energy, Inc. term loan:
8.625% 4/1/15	3,550,000		3,625,438
8.985% 4/1/14 (d)	660,000		670,725
			16,426,163
Entertainment/Film - 0.3%
Zuffa LLC term loan 7.375% 6/20/15 (d)	4,160,000		4,139,200
Food/Beverage/Tobacco - 0.1%
Pierre Foods, Inc. Tranche B, term loan 7.57% 6/30/10 (d)	825,455		827,518
Healthcare - 0.7%
Community Health Systems, Inc.:
term loan 7.57% 6/28/14 (d)	5,009,606		5,009,606
Tranche DD, term loan 6/28/14 (d)(f)	330,394		330,394
Inverness Medical Innovations, Inc. Tranche 2LN, term loan 11.5% 6/26/15 (d)	1,450,000		1,450,000
Stiefel Laboratories, Inc. term loan 10.355% 6/28/14 (d)	2,220,000		2,242,200
			9,032,200
Metals/Mining - 0.1%
Freeport-McMoRan Copper & Gold, Inc. Tranche B, term loan 9% 3/19/14 (d)	1,855,467		1,853,147
Paper - 0.4%
Georgia-Pacific Corp. Tranche B1, term loan 7.11% 12/23/12 (d)	5,665,870		5,665,870
Services - 0.9%
Adesa, Inc. term loan 7.61% 10/20/13 (d)	5,850,000		5,850,000
NES Rentals Holdings, Inc. Tranche 2, term loan 12.125% 7/20/13 (d)	3,943,252		4,002,401
Penhall International Corp. term loan 12.8238% 4/1/12 (d)	2,080,000		2,111,200
			11,963,601
Technology - 0.5%
Kronos, Inc.:
Tranche 1LN, term loan 7.61% 6/11/14 (d)	3,300,000		3,287,625
Tranche 2LN, term loan 11.11% 6/11/15 (d)	3,190,000		3,158,100
			6,445,725
Telecommunications - 0.7%
Digicel International Finance Ltd. term loan 7.875% 3/30/12 (d)	6,240,000		6,247,800
Level 3 Communications, Inc. term loan 7.605% 3/13/14 (d)	2,500,000		2,496,875
			8,744,675
Floating Rate Loans - continued
	Principal Amount		Value
Textiles & Apparel - 0.2%
Levi Strauss & Co. term loan 7.57% 4/4/14 (d)	$ 2,310,000		$ 2,275,350
TOTAL FLOATING RATE LOANS (Cost $137,107,006)		137,182,459

Cash Equivalents - 0.2%
	Maturity Amount
Investments in repurchase agreements in a joint trading account at 4.32%, dated 6/29/07 due 7/2/07 (Collateralized by U.S. Treasury Obligations) # (Cost $2,146,000)	2,146,772		2,146,000
TOTAL INVESTMENT PORTFOLIO - 97.3% (Cost $1,236,858,024)			1,240,684,794
NET OTHER ASSETS - 2.7%			33,884,345
NET ASSETS - 100%		$ 1,274,569,139

Legend

(a) Non-income producing

(b) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(c) Security 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 $321,328,808 or 25.2% of net assets.

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

(e) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $356,401 or 0.0% of net assets.

Additional information on each holding is as follows:

Security	Acquisition Date	Acquisition Cost
Arena Brands Holding Corp. Class B	6/18/97	$ 1,974,627

(f) Position or a portion of the position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $1,131,519 and $1,123,672, respectively. The coupon rate will be determined at time of settlement.

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

Repurchase Agreement / Counterparty	Value
$2,146,000 due 7/02/07 at 4.32%
Banc of America Securities LLC	$ 404,421
Bear Stearns & Co., Inc.	943,355
Lehman Brothers, Inc.	798,224
	$ 2,146,000

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	$ 1,050,457

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

United States of America	85.7%
Bermuda	4.3%
Canada	3.1%
Marshall Islands	1.3%
United Kingdom	1.2%
Luxembourg	1.0%
Others (individually less than 1%)	3.4%
	100.0%

Income Tax Information

At December 31, 2006, the fund had a capital loss carryforward of approximately $1,110,768,989 of which $249,734,104, $772,554,243 and $88,480,642 will expire on December 31, 2008, 2009 and 2010, respectively.

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

VIP High Income Portfolio

VIP High Income Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value (including repurchase agreements of $2,146,000) - See accompanying schedule: Unaffiliated issuers (cost $1,236,858,024)		$ 1,240,684,794
Cash		4,802,621
Receivable for investments sold		47,165,755
Receivable for fund shares sold		1,993,500
Interest receivable		21,134,262
Distributions receivable from Fidelity Central Funds		55,783
Prepaid expenses		2,922
Total assets		1,315,839,637

Liabilities
Payable for investments purchased	$ 31,100,742
Payable for fund shares redeemed	3,559,697
Accrued management fee	602,078
Distribution fees payable	41,286
Notes payable	5,732,000
Other affiliated payables	113,883
Other payables and accrued expenses	120,812
Total liabilities		41,270,498

Net Assets		$ 1,274,569,139
Net Assets consist of:
Paid in capital		$ 2,308,601,656
Undistributed net investment income		54,638,020
Accumulated undistributed net realized gain (loss) on investments		(1,092,497,307)
Net unrealized appreciation (depreciation) on investments		3,826,770
Net Assets		$ 1,274,569,139

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($830,650,691 ÷ 126,991,390 shares)		$ 6.54

Service Class: Net Asset Value, offering price and redemption price per share ($219,198,206 ÷ 33,683,393 shares)		$ 6.51

Service Class 2: Net Asset Value, offering price and redemption price per share ($101,026,429 ÷ 15,712,449 shares)		$ 6.43

Initial Class R: Net Asset Value, offering price and redemption price per share ($11,097,060 ÷ 1,699,955 shares)		$ 6.53


Service Class R: Net Asset Value, offering price and redemption price per share ($20,394,512 ÷ 3,138,306 shares)		$ 6.50

Service Class 2R: Net Asset Value, offering price and redemption price per share ($1,082,623 ÷ 168,295 shares)		$ 6.43

Investor Class: Net Asset Value, offering price and redemption price per share ($91,119,618 ÷ 13,962,944 shares)		$ 6.53

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

Semiannual Report

VIP High Income Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 495,275
Interest		54,414,102
Income from Fidelity Central Funds		1,050,457
Total income		55,959,834

Expenses
Management fee	$ 3,877,172
Transfer agent fees	506,602
Distribution fees	275,176
Accounting fees and expenses	234,320
Custodian fees and expenses	15,668
Independent trustees' compensation	2,217
Audit	44,430
Legal	2,672
Interest	11,439
Miscellaneous	(13,619)
Total expenses before reductions	4,956,077
Expense reductions	(7,859)	4,948,218
Net investment income		51,011,616
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers		18,080,551
Change in net unrealized appreciation (depreciation) on investment securities		(27,319,086)
Net gain (loss)		(9,238,535)
Net increase (decrease) in net assets resulting from operations		$ 41,773,081

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 51,011,616	$ 101,953,049
Net realized gain (loss)	18,080,551	19,571,030
Change in net unrealized appreciation (depreciation)	(27,319,086)	25,541,215
Net increase (decrease) in net assets resulting from operations	41,773,081	147,065,294
Distributions to shareholders from net investment income	-	(103,253,559)
Share transactions - net increase (decrease)	(156,230,036)	(158,550,860)
Redemption fees	13,773	-
Total increase (decrease) in net assets	(114,443,182)	(114,739,125)

Net Assets
Beginning of period	1,389,012,321	1,503,751,446
End of period (including undistributed net investment income of $54,638,020 and undistributed net investment income of $3,860,284, respectively)	$ 1,274,569,139	$ 1,389,012,321

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

VIP High Income Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 6.35	$ 6.17	$ 7.00	$ 6.95	$ 5.93	$ 6.41
Income from Investment Operations
Net investment income ^E	.243	.476	.457	.494	.520	.496 ^I
Net realized and unrealized gain (loss)	(.053)	.216	(.281)	.126	.980	(.306) ^I
Total from investment operations	.190	.692	.176	.620	1.500	.190
Distributions from net investment income	-	(.512)	(1.006)	(.570)	(.480)	(.670)
Redemption fees added to paid in capital^E	-^J	-	-	-	-	-
Net asset value, end of period	$ 6.54	$ 6.35	$ 6.17	$ 7.00	$ 6.95	$ 5.93
Total Return^{B, C, D}	2.99%	11.24%	2.70%	9.59%	27.26%	3.44%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.68% ^A	.71%	.70%	.71%	.69%	.70%
Expenses net of fee waivers, if any	.68%^A	.71%	.70%	.71%	.69%	.70%
Expenses net of all reductions	.68%^A	.71%	.70%	.71%	.69%	.70%
Net investment income	7.50%^A	7.40%	6.98%	7.43%	8.25%	8.65% ^I
Supplemental Data
Net assets, end of period (000 omitted)	$ 830,651	$ 922,565	$ 1,080,002	$ 1,371,736	$ 1,593,714	$ 1,145,562
Portfolio turnover rate ^G	78%^A	65%	95%	128%	130%	96%
^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 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. ^I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended December 31, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income (loss) to average net assets decreased from 8.95% to 8.65%. The reclassification has no impact on the net assets of the Fund. ^J Amount represents less than $.01 per share.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 6.32	$ 6.14	$ 6.97	$ 6.92	$ 5.91	$ 6.38
Income from Investment Operations
Net investment income ^E	.239	.467	.448	.486	.513	.488 ^I
Net realized and unrealized gain (loss)	(.049)	.218	(.283)	.124	.967	(.288) ^I
Total from investment operations	.190	.685	.165	.610	1.480	.200
Distributions from net investment income	-	(.505)	(.995)	(.560)	(.470)	(.670)
Redemption fees added to paid in capital^E	-^J	-	-	-	-	-
Net asset value, end of period	$ 6.51	$ 6.32	$ 6.14	$ 6.97	$ 6.92	$ 5.91
Total Return ^{B, C, D}	3.01%	11.18%	2.52%	9.47%	26.97%	3.62%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.78% ^A	.81%	.80%	.81%	.79%	.80%
Expenses net of fee waivers, if any	.78% ^A	.81%	.80%	.81%	.79%	.80%
Expenses net of all reductions	.78% ^A	.81%	.80%	.81%	.79%	.80%
Net investment income	7.40% ^A	7.30%	6.88%	7.33%	8.15%	8.55% ^I
Supplemental Data
Net assets, end of period (000 omitted)	$ 219,198	$ 277,546	$ 319,380	$ 377,122	$ 417,928	$ 260,489
Portfolio turnover rate ^G	78% ^A	65%	95%	128%	130%	96%
^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 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. ^I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended December 31, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income (loss) to average net assets decreased from 8.85% to 8.55%. The reclassification has no impact on the net assets of the Fund. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 6.25	$ 6.08	$ 6.91	$ 6.87	$ 5.87	$ 6.36
Income from Investment Operations
Net investment income ^E	.231	.453	.433	.470	.501	.472 ^I
Net realized and unrealized gain (loss)	(.051)	.216	(.284)	.130	.959	(.292) ^I
Total from investment operations	.180	.669	.149	.600	1.460	.180
Distributions from net investment income	-	(.499)	(.979)	(.560)	(.460)	(.670)
Redemption fees added to paid in capital^E	-^J	-	-	-	-	-
Net asset value, end of period	$ 6.43	$ 6.25	$ 6.08	$ 6.91	$ 6.87	$ 5.87
Total Return ^{B, C, D}	2.88%	11.02%	2.31%	9.38%	26.75%	3.30%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.93% ^A	.97%	.95%	.97%	.95%	.97%
Expenses net of fee waivers, if any	.93% ^A	.97%	.95%	.97%	.95%	.97%
Expenses net of all reductions	.93% ^A	.97%	.95%	.97%	.95%	.97%
Net investment income	7.25% ^A	7.14%	6.72%	7.17%	7.99%	8.38% ^I
Supplemental Data
Net assets, end of period (000 omitted)	$ 101,026	$ 110,503	$ 86,757	$ 94,246	$ 76,383	$ 32,499
Portfolio turnover rate ^G	78% ^A	65%	95%	128%	130%	96%
^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 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. ^I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended December 31, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income (loss) to average net assets decreased from 8.68% to 8.38%. The reclassification has no impact on the net assets of the Fund. ^J Amount represents less than $.01 per share.

Financial Highlights - Initial Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.34	$ 6.16	$ 7.00	$ 6.47
Income from Investment Operations
Net investment income ^E	.235	.475	.455	.338
Net realized and unrealized gain (loss)	(.045)	.218	(.288)	.192
Total from investment operations	.190	.693	.167	.530
Distributions from net investment income	-	(.513)	(1.007)	-
Redemption fees added to paid in capital^E	-^J	-	-	-
Net asset value, end of period	$ 6.53	$ 6.34	$ 6.16	$ 7.00
Total Return ^{B, C, D}	3.00%	11.27%	2.55%	8.19%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.68% ^A	.71%	.70%	.71% ^A
Expenses net of fee waivers, if any	.68% ^A	.71%	.70%	.71% ^A
Expenses net of all reductions	.68% ^A	.71%	.70%	.71% ^A
Net investment income	7.49% ^A	7.39%	6.98%	7.16% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 11,097	$ 93	$ 83	$ 81
Portfolio turnover rate ^G	78% ^A	65%	95%	128%

^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 14, 2004 (commencement of sale of shares) to December 31, 2004. ^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. ^J Amount represents less than $.01 per share.

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

VIP High Income Portfolio

Financial Highlights - Service Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.32	$ 6.14	$ 6.97	$ 6.45
Income from Investment Operations
Net investment income ^E	.232	.467	.447	.332
Net realized and unrealized gain (loss)	(.052)	.219	(.282)	.188
Total from investment operations	.180	.686	.165	.520
Distributions from net investment income	-	(.506)	(.995)	-
Redemption fees added to paid in capital^E	-^J	-	-	-
Net asset value, end of period	$ 6.50	$ 6.32	$ 6.14	$ 6.97
Total Return ^{B, C, D}	2.85%	11.19%	2.53%	8.06%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.79% ^A	.81%	.80%	.81% ^A
Expenses net of fee waivers, if any	.79% ^A	.81%	.80%	.81% ^A
Expenses net of all reductions	.79% ^A	.81%	.80%	.81% ^A
Net investment income	7.39% ^A	7.30%	6.88%	7.05% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 20,395	$ 92	$ 83	$ 81
Portfolio turnover rate ^G	78% ^A	65%	95%	128%

^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 14, 2004 (commencement of sale of shares) to December 31, 2004. ^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. ^J Amount represents less than $.01 per share.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.25	$ 6.08	$ 6.91	$ 6.40
Income from Investment Operations
Net investment income ^E	.223	.453	.433	.322
Net realized and unrealized gain (loss)	(.043)	.214	(.282)	.188
Total from investment operations	.180	.667	.151	.510
Distributions from net investment income	-	(.497)	(.981)	-
Redemption fees added to paid in capital^E	-^J	-	-	-
Net asset value, end of period	$ 6.43	$ 6.25	$ 6.08	$ 6.91
Total Return^{B, C, D}	2.88%	10.99%	2.33%	7.97%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.96%^A	.96%	.94%	.96% ^A
Expenses net of fee waivers, if any	.96%^A	.96%	.94%	.96%^A
Expenses net of all reductions	.96%^A	.96%	.94%	.96%^A
Net investment income	7.21%^A	7.14%	6.73%	6.90%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,083	$ 92	$ 83	$ 81
Portfolio turnover rate ^G	78%^A	65%	95%	128%

^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 14, 2004 (commencement of sale of shares) to December 31, 2004. ^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. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Investor Class

	Six months ended June 30, 207	Years ended December 31,
	(Unaudited)	2006	2005 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.34	$ 6.16	$ 6.54
Income from Investment Operations
Net investment income ^E	.239	.471	.193
Net realized and unrealized gain (loss)	(.049)	.220	(.089)
Total from investment operations	.190	.691	.104
Distributions from net investment income	-	(.511)	(.484)
Redemption fees added to paid in capital^E	-^J	-	-
Net asset value, end of period	$ 6.53	$ 6.34	$ 6.16
Total Return^{B, C, D}	3.00%	11.24%	1.60%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.75% ^A	.80%	.82%^A
Expenses net of fee waivers, if any	.75%^A	.80%	.82%^A
Expenses net of all reductions	.75%^A	.79%	.82%^A
Net investment income	7.42%^A	7.31%	6.86%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 91,120	$ 78,122	$ 17,363
Portfolio turnover rate ^G	78%^A	65%	95%

^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. ^J Amount represents less than $.01 per share.

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

VIP High Income Portfolio

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

VIP High Income Portfolio (the Fund) is a fund of Variable Insurance Products Fund (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 may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, Initial Class R shares, Service Class R shares, Service Class 2R 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 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.

3. Significant Accounting Policies.

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.

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.

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 capital gain distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

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

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

Unrealized appreciation	$ 25,077,369
Unrealized depreciation	(19,913,489)
Net unrealized appreciation (depreciation)	$ 5,163,880
Cost for federal income tax purposes	$ 1,235,520,914

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

4. Operating Policies.

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.

VIP High Income Portfolio

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $513,276,530 and $585,625,197, 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 annualized management fee rate was .57% of the Fund's average net assets.

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

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

Service Class	$ 131,094
Service Class 2	141,331
Service Class R	2,361
Service Class 2 R	390
	$ 275,176

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 their month end net assets. Investor Class pays a monthly asset-based transfer agent fee of .14% of its month end net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class	$ 309,839
Service Class	87,980
Service Class 2	40,446
Initial Class R	755
Service Class R	1,557
Service Class 2R	102
Investor Class	65,923
	$ 506,602

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. 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	$ 8,448,667	5.42%	$ 11,439

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 $1,697 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions.

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 expense by $7,545 .

9. Other.

At the end of the period, FMR or its affiliates were the owners of record of 27% of the total outstanding shares of the Fund and two otherwise unaffiliated shareholders were the owners of record of 45% of the total outstanding shares of the Fund.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ -	$ 68,637,194
Service Class	-	20,731,877
Service Class 2	-	8,160,312
Initial Class R	-	6,935
Service Class R	-	6,854
Service Class 2R	-	6,779
Investor Class	-	5,703,608
Total	$ -	$ 103,253,559

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	7,103,210	20,391,924	$ 46,302,933	$ 130,862,386
Reinvestment of distributions	-	10,827,982	-	68,637,194
Shares redeemed	(25,433,669)	(60,996,323)	(166,024,433)	(389,548,495)
Net increase (decrease)	(18,330,459)	(29,776,417)	$ (119,721,500)	$ (190,048,915)

VIP High Income Portfolio

11. Share Transactions - continued

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Service Class
Shares sold	5,542,174	15,758,056	$ 35,927,682	$ 100,943,180
Reinvestment of distributions	-	3,286,143	-	20,731,877
Shares redeemed	(15,782,498)	(27,123,963)	(102,732,898)	(172,895,592)
Net increase (decrease)	(10,240,324)	(8,079,764)	$ (66,805,216)	$ (51,220,535)
Service Class 2
Shares sold	3,619,734	8,956,747	$ 23,229,499	$ 56,663,410
Reinvestment of distributions	-	1,307,892	-	8,160,311
Shares redeemed	(5,593,027)	(6,845,198)	(36,082,371)	(43,209,500)
Net increase (decrease)	(1,973,293)	3,419,441	$ (12,852,872)	$ 21,614,221
Initial Class R
Shares sold	1,727,851	-	$ 11,381,091	$ -
Reinvestment of distributions	-	1,095	-	6,935
Shares redeemed	(42,500)	-	(278,654)	-
Net increase (decrease)	1,685,351	1,095	$ 11,102,437	$ 6,935
Service Class R
Shares sold	3,265,269	-	$ 21,459,336	$ -
Reinvestment of distributions	-	1,087	-	6,854
Shares redeemed	(141,584)	-	(928,503)	-
Net increase (decrease)	3,123,685	1,087	$ 20,530,833	$ 6,854
Service Class 2R
Shares sold	168,743	-	$ 1,096,750	$ -
Reinvestment of distributions	-	1,087	-	6,779
Shares redeemed	(15,164)	-	(98,480)	-
Net increase (decrease)	153,579	1,087	$ 998,270	$ 6,779
Investor Class
Shares sold	5,337,932	10,403,901	$ 34,744,491	$ 66,865,919
Reinvestment of distributions	-	901,089	-	5,703,608
Shares redeemed	(3,703,352)	(1,794,789)	(24,226,479)	(11,485,726)
Net increase (decrease)	1,634,580	9,510,201	$ 10,518,012	$ 61,083,801

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP High Income Portfolio

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

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. 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 Fixed-Income 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 June 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 background of the fund's portfolio manager and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

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.

VIP High Income Portfolio

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. The Board noted that, since the last Advisory Contract renewals in June 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. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, the cumulative total returns of Initial Class and Service Class 2 of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of 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.

VIP High Income 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 first quartile for the one- and five-year periods and the second quartile for the three-year period. The Board also stated that the relative investment performance of Initial Class of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided 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.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 26% means that 74% 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 High Income 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, Initial Class R, Investor Class, Service Class, and Service Class R ranked below its competitive median for 2006, and the total expenses of each of Service Class 2 and Service Class 2 R 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.

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.

VIP High Income Portfolio

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) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

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.

Semiannual Report

VIP High Income Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPHI-SANN-0807
1.705694.109

Fidelity® Variable Insurance Products:

High Income Portfolio - Class R

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP High Income Portfolio

VIP High Income Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,029.90	$ 3.42
Hypothetical^A	$ 1,000.00	$ 1,021.42	$ 3.41
Service Class
Actual	$ 1,000.00	$ 1,030.10	$ 3.93
Hypothetical^A	$ 1,000.00	$ 1,020.93	$ 3.91
Service Class 2
Actual	$ 1,000.00	$ 1,028.80	$ 4.68
Hypothetical^A	$ 1,000.00	$ 1,020.18	$ 4.66
Initial Class R
Actual	$ 1,000.00	$ 1,030.00	$ 3.42
Hypothetical^A	$ 1,000.00	$ 1,021.42	$ 3.41
Service Class R
Actual	$ 1,000.00	$ 1,028.50	$ 3.97
Hypothetical^A	$ 1,000.00	$ 1,020.88	$ 3.96
Service Class 2R
Actual	$ 1,000.00	$ 1,028.80	$ 4.83
Hypothetical^A	$ 1,000.00	$ 1,020.03	$ 4.81
Investor Class
Actual	$ 1,000.00	$ 1,030.00	$ 3.77
Hypothetical^A	$ 1,000.00	$ 1,021.08	$ 3.76

^A 5% return per year before expenses

Semiannual Report

VIP High Income Portfolio
Shareholder Expense Example - continued

	Annualized Expense Ratio
Initial Class	.68%
Service Class	.78%
Service Class 2	.93%
Initial Class R	.68%
Service Class R	.79%
Service Class 2R	.96%
Investor Class	.75%

VIP High Income Portfolio

VIP High Income Portfolio

Investment Changes

Top Five Holdings as of June 30, 2007
(by issuer, excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
Ford Motor Credit Co. LLC	2.2	2.4
Level 3 Financing, Inc.	2.2	1.4
MGM Mirage, Inc.	2.1	1.9
Ship Finance International Ltd.	2.0	1.8
General Motors Acceptance Corp.	1.8	1.9
	10.3
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Energy	11.3	8.3
Telecommunications	8.9	8.3
Gaming	6.9	6.3
Automotive	6.8	6.6
Healthcare	6.7	5.5

Quality Diversification (% of fund's net assets)
As of June 30, 2007		As of December 31, 2006
	AAA,AA,A 0.0%		AAA,AA,A 0.4%
	BBB 1.4%		BBB 0.7%
	BB 35.4%		BB 33.9%
	B 42.9%		B 45.1%
	CCC,CC,C 11.8%		CCC,CC,C 11.7%
	Not Rated 4.2%		Not Rated 3.1%
	Equities 1.4%		Equities 0.1%
	Short-Term Investments and Net Other Assets 2.9%		Short-Term Investments and Net Other Assets 5.0%

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Nonconvertible Bonds 84.8%			Nonconvertible Bonds 87.0%
	Convertible Bonds, Preferred Stocks 1.2%			Convertible Bonds, Preferred Stocks 0.0%
	Common Stocks 0.4%			Common Stocks 0.1%
	Floating Rate Loans 10.7%			Floating Rate Loans 7.9%
	Short-Term Investments and Net Other Assets 2.9%			Short-Term Investments and Net Other Assets 5.0%
* Foreign investments		14.3%	** Foreign investments		16.1%

Semiannual Report

VIP High Income Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 85.2%
	Principal Amount		Value
Convertible Bonds - 0.4%
Energy - 0.4%
Chesapeake Energy Corp. 2.75% 11/15/35	$ 4,900,000		$ 5,308,170
Nonconvertible Bonds - 84.8%
Aerospace - 0.9%
Bombardier, Inc.:
6.75% 5/1/12 (c)	10,000		9,850
7.45% 5/1/34 (c)	4,100,000		3,956,500
8% 11/15/14 (c)	2,085,000		2,147,550
L-3 Communications Corp. 7.625% 6/15/12	4,705,000		4,787,338
			10,901,238
Air Transportation - 2.3%
American Airlines, Inc. pass thru trust certificates:
6.817% 5/23/11	7,425,000		7,397,156
8.608% 10/1/12	535,000		556,400
AMR Corp. 9% 8/1/12	1,980,000		2,014,650
Continental Airlines, Inc. 7.339% 4/19/14	1,100,000		1,086,250
Continental Airlines, Inc.:
6.903% 4/19/22	660,000		645,150
7.875% 7/2/18	1,137,361		1,151,578
9.558% 9/1/19	1,648,689		1,805,315
Continental Airlines, Inc. pass thru trust certificates:
7.566% 9/15/21	642,831		647,652
7.73% 9/15/12	324,255		324,255
8.312% 10/2/12	306,540		308,839
8.388% 5/1/22	585,291		604,313
9.798% 4/1/21	8,221,030		8,960,922
United AirLines, Inc. pass-thru certificates (Class B) 7.336% 7/2/19	3,300,000		3,267,000
			28,769,480
Automotive - 5.2%
ArvinMeritor, Inc. 8.125% 9/15/15	1,460,000		1,401,600
Ford Motor Co. 9.98% 2/15/47	1,450,000		1,305,000
Ford Motor Credit Co. LLC:
7% 10/1/13	5,790,000		5,370,225
7.25% 10/25/11	3,520,000		3,387,761
7.8% 6/1/12	3,000,000		2,913,750
8% 12/15/16	4,380,000		4,182,900
8.105% 1/13/12 (d)	5,590,000		5,548,075
10.61% 6/15/11 (d)	6,664,000		7,163,800
General Motors Acceptance Corp.:
6.75% 12/1/14	6,145,000		5,868,475
6.875% 9/15/11	4,690,000		4,584,475
8% 11/1/31	10,945,000		11,163,900
General Motors Corp. 8.375% 7/15/33	1,990,000		1,805,925

	Principal Amount		Value
GMAC LLC:
6% 12/15/11	$ 2,740,000		$ 2,603,000
6.625% 5/15/12	9,430,000		9,099,950
			66,398,836
Broadcasting - 0.4%
Nexstar Broadcasting, Inc. 7% 1/15/14	3,015,000		2,984,850
Nexstar Finance Holdings LLC/Nexstar Finance Holdings, Inc. 0% 4/1/13 (b)	1,850,000		1,817,625
			4,802,475
Building Materials - 0.3%
Anixter International, Inc. 5.95% 3/1/15	2,310,000		2,130,975
Belden CDT, Inc. 7% 3/15/17 (c)	2,170,000		2,137,450
			4,268,425
Cable TV - 3.2%
Charter Communications Holdings I LLC:
9.92% 4/1/14	5,500,000		5,005,000
10% 5/15/14	3,625,000		3,344,063
11.125% 1/15/14	2,970,000		2,940,300
12.125% 1/15/15	2,915,000		2,907,713
Charter Communications Holdings II LLC/Charter Communications Holdings II Capital Corp. 10.25% 9/15/10	1,735,000		1,808,738
EchoStar Communications Corp.:
6.625% 10/1/14	1,370,000		1,315,200
7% 10/1/13	5,940,000		5,850,900
7.125% 2/1/16	1,785,000		1,749,300
Kabel Deutschland GmbH 10.625% 7/1/14	4,350,000		4,763,250
NTL Cable PLC:
8.75% 4/15/14	2,175,000		2,245,688
9.125% 8/15/16	1,380,000		1,449,000
Umbrella Acquisition, Inc. 9.75% 3/15/15 pay-in-kind (c)	7,285,000		7,212,150
			40,591,302
Capital Goods - 0.6%
Leucadia National Corp. 7% 8/15/13	3,520,000		3,467,200
Sensus Metering Systems, Inc. 8.625% 12/15/13	4,325,000		4,433,125
			7,900,325
Chemicals - 3.5%
Chemtura Corp. 6.875% 6/1/16	2,640,000		2,491,632
Equistar Chemicals LP 7.55% 2/15/26	1,750,000		1,610,000
Equistar Chemicals LP/Equistar Funding Corp.:
8.75% 2/15/09	1,740,000		1,800,900
10.125% 9/1/08	1,040,000		1,079,000
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Chemicals - continued
Lyondell Chemical Co.:
6.875% 6/15/17	$ 7,590,000		$ 7,381,275
8% 9/15/14	3,110,000		3,187,750
8.25% 9/15/16	3,110,000		3,222,738
Momentive Performance Materials, Inc. 9.75% 12/1/14 (c)	8,720,000		8,741,800
Nalco Co. 7.75% 11/15/11	3,005,000		3,065,100
Nell AF Sarl 8.375% 8/15/15 (c)	765,000		728,663
NOVA Chemicals Corp. 8.4838% 11/15/13 (d)	2,425,000		2,449,250
Phibro Animal Health Corp.:
10% 8/1/13 (c)	2,440,000		2,549,800
13% 8/1/14 (c)	3,010,000		3,175,550
Tronox Worldwide LLC/Tronox Worldwide Finance Corp. 9.5% 12/1/12	2,740,000		2,849,600
			44,333,058
Consumer Products - 0.2%
Jostens Holding Corp. 0% 12/1/13 (b)	3,050,000		2,790,750
Containers - 0.7%
BWAY Corp. 10% 10/15/10	4,985,000		5,165,706
Greif, Inc. 6.75% 2/1/17	4,130,000		4,006,100
			9,171,806
Diversified Financial Services - 1.2%
E*TRADE Financial Corp.:
7.375% 9/15/13	1,490,000		1,534,700
7.875% 12/1/15	2,380,000		2,475,200
Leucadia National Corp. 7.125% 3/15/17 (c)	8,230,000		7,983,100
NSG Holdings II, LLC 7.75% 12/15/25 (c)	3,710,000		3,821,300
			15,814,300
Diversified Media - 1.7%
LBI Media Holdings, Inc. 0% 10/15/13 (b)	6,440,000		5,892,600
LBI Media, Inc. 10.125% 7/15/12	2,245,000		2,360,169
Liberty Media Corp. 8.25% 2/1/30	670,000		649,777
Nielsen Finance LLC/Co.:
0% 8/1/16 (b)(c)	3,435,000		2,421,675
10% 8/1/14 (c)	3,570,000		3,784,200
Quebecor Media, Inc. 7.75% 3/15/16	5,920,000		6,008,800
			21,117,221
Electric Utilities - 2.1%
AES Gener SA 7.5% 3/25/14	4,615,000		4,799,600
Aquila, Inc. 14.875% 7/1/12	2,555,000		3,232,075
NRG Energy, Inc. 7.375% 2/1/16	1,725,000		1,729,313

	Principal Amount		Value
Reliant Energy, Inc.:
7.625% 6/15/14	$ 3,860,000		$ 3,763,500
7.875% 6/15/17	2,930,000		2,856,750
Tenaska Alabama Partners LP 7% 6/30/21 (c)	2,615,986		2,668,306
Utilicorp Canada Finance Corp. 7.75% 6/15/11	6,740,000		7,144,400
Utilicorp United, Inc. 9.95% 2/1/11 (d)	55,000		58,850
			26,252,794
Energy - 9.3%
Atlas Pipeline Partners LP 8.125% 12/15/15	4,080,000		4,105,500
Chaparral Energy, Inc.:
8.5% 12/1/15	4,800,000		4,692,000
8.875% 2/1/17 (c)	1,760,000		1,738,000
Chesapeake Energy Corp.:
6.5% 8/15/17	7,185,000		6,807,788
6.625% 1/15/16	2,045,000		1,973,425
7.5% 6/15/14	2,095,000		2,136,900
7.75% 1/15/15	4,390,000		4,477,800
Complete Production Services, Inc. 8% 12/15/16 (c)	4,070,000		4,110,700
Energy Partners Ltd.:
9.75% 4/15/14 (c)	2,600,000		2,583,750
10.48% 4/15/13 (c)(d)	2,870,000		2,891,525
Forest Oil Corp.:
7.25% 6/15/19 (c)	4,990,000		4,827,825
7.75% 5/1/14	1,430,000		1,444,300
8% 12/15/11	1,440,000		1,476,000
Hanover Compressor Co.:
8.625% 12/15/10	2,560,000		2,639,872
9% 6/1/14	1,785,000		1,887,638
Hanover Equipment Trust 8.75% 9/1/11	775,000		800,188
Hilcorp Energy I LP/Hilcorp Finance Co.:
7.75% 11/1/15 (c)	5,890,000		5,713,300
9% 6/1/16 (c)	3,910,000		4,046,850
OPTI Canada, Inc. 8.25% 12/15/14 (c)	4,175,000		4,248,063
Pan American Energy LLC 7.75% 2/9/12 (c)	3,630,000		3,648,150
Parker Drilling Co.:
9.625% 10/1/13	2,960,000		3,167,200
10.11% 9/1/10 (d)	4,878,000		4,932,878
Petrohawk Energy Corp. 9.125% 7/15/13	8,045,000		8,507,588
Pioneer Natural Resources Co. 6.65% 3/15/17	2,255,000		2,119,700
Plains Exploration & Production Co. 7% 3/15/17	4,030,000		3,838,575
Range Resources Corp.:
6.375% 3/15/15 (Reg. S)	885,000		838,538
7.375% 7/15/13	10,075,000		10,150,563
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Energy - continued
Range Resources Corp.: - continued
7.5% 5/15/16	$ 1,910,000		$ 1,933,875
Seitel, Inc. 9.75% 2/15/14 (c)	4,330,000		4,265,050
Tesoro Corp. 6.5% 6/1/17 (c)	5,690,000		5,590,425
W&T Offshore, Inc. 8.25% 6/15/14 (c)	4,490,000		4,422,650
Williams Partners LP/Williams Partners Finance Corp. 7.25% 2/1/17	2,760,000		2,787,600
			118,804,216
Entertainment/Film - 0.2%
AMC Entertainment, Inc. 8% 3/1/14	2,025,000		1,989,563
Environmental - 0.7%
Allied Waste North America, Inc.:
6.875% 6/1/17	4,655,000		4,492,075
7.125% 5/15/16	3,180,000		3,112,425
Browning-Ferris Industries, Inc.:
6.375% 1/15/08	855,000		855,000
7.4% 9/15/35	585,000		532,350
			8,991,850
Food and Drug Retail - 1.4%
Albertsons, Inc.:
7.45% 8/1/29	2,280,000		2,223,750
7.75% 6/15/26	2,565,000		2,603,475
8% 5/1/31	1,685,000		1,722,220
Rite Aid Corp. 7.5% 3/1/17	8,710,000		8,383,375
SUPERVALU, Inc. 7.5% 11/15/14	2,375,000		2,434,375
			17,367,195
Food/Beverage/Tobacco - 1.1%
Dean Foods Co. 6.9% 10/15/17	1,445,000		1,365,525
National Beef Packing Co. LLC/National Beef Finance Corp. 10.5% 8/1/11	3,690,000		3,800,700
Pierre Foods, Inc. 9.875% 7/15/12	3,195,000		3,234,938
Smithfield Foods, Inc. 7.75% 7/1/17	2,160,000		2,143,800
Swift & Co.:
10.125% 10/1/09	3,215,000		3,311,450
12.5% 1/1/10	760,000		794,200
			14,650,613
Gaming - 6.9%
Chukchansi Economic Development Authority:
8% 11/15/13 (c)	3,210,000		3,258,150
8.8588% 11/15/12 (c)(d)	1,010,000		1,025,150
Mandalay Resort Group 9.375% 2/15/10	4,655,000		4,940,119

	Principal Amount		Value
MGM Mirage, Inc.:
6.625% 7/15/15	$ 785,000		$ 720,238
6.75% 9/1/12	9,015,000		8,733,281
6.75% 4/1/13	4,390,000		4,208,913
6.875% 4/1/16	4,365,000		4,070,363
7.625% 1/15/17	9,460,000		8,998,825
Mohegan Tribal Gaming Authority:
6.375% 7/15/09	4,740,000		4,692,600
7.125% 8/15/14	2,010,000		1,989,900
8% 4/1/12	970,000		1,002,738
Park Place Entertainment Corp. 7% 4/15/13	5,705,000		5,961,725
Scientific Games Corp. 6.25% 12/15/12	3,275,000		3,135,813
Seminole Hard Rock Entertainment, Inc. 7.86% 3/15/14 (c)(d)	1,520,000		1,535,200
Seneca Gaming Corp.:
Series B, 7.25% 5/1/12	4,600,000		4,623,000
7.25% 5/1/12	6,020,000		6,050,100
Snoqualmie Entertainment Authority:
9.125% 2/1/15 (c)	1,930,000		1,990,313
9.1488% 2/1/14 (c)(d)	2,450,000		2,462,250
Station Casinos, Inc. 6.875% 3/1/16	3,795,000		3,339,600
Virgin River Casino Corp./RBG LLC/B&BB, Inc.:
0% 1/15/13 (b)	2,100,000		1,606,500
9% 1/15/12	3,610,000		3,718,300
Wheeling Island Gaming, Inc. 10.125% 12/15/09	5,900,000		5,973,750
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 6.625% 12/1/14	3,550,000		3,425,750
			87,462,578
Healthcare - 6.0%
FMC Finance III SA 6.875% 7/15/17 (c)	5,460,000		5,357,625
HCA, Inc.:
6.5% 2/15/16	2,670,000		2,256,150
9.125% 11/15/14 (c)	3,045,000		3,204,863
9.25% 11/15/16 (c)	4,155,000		4,425,075
9.625% 11/15/16 pay-in-kind (c)	3,860,000		4,154,325
HealthSouth Corp. 10.75% 6/15/16	3,710,000		4,006,800
IASIS Healthcare LLC/IASIS Capital Corp. 8.75% 6/15/14	2,815,000		2,800,925
Multiplan, Inc. 10.375% 4/15/16 (c)	2,485,000		2,596,825
Omega Healthcare Investors, Inc.:
7% 4/1/14	9,970,000		9,895,225
7% 1/15/16	2,480,000		2,461,400
Rural/Metro Corp. 9.875% 3/15/15	1,670,000		1,720,100
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Healthcare - continued
Senior Housing Properties Trust 8.625% 1/15/12	$ 4,460,000		$ 4,749,900
Service Corp. International:
6.75% 4/1/15 (c)	3,300,000		3,176,250
7.5% 4/1/27 (c)	4,020,000		3,819,000
Team Finance LLC/Health Finance Corp. 11.25% 12/1/13	4,310,000		4,665,575
United Surgical Partners International, Inc.:
8.875% 5/1/17 (c)	1,540,000		1,532,300
9.25% 5/1/17 pay-in-kind (c)	1,980,000		1,970,100
US Oncology Holdings, Inc. 9.7969% 3/15/12 pay-in-kind (c)(d)	4,440,000		4,329,000
Ventas Realty LP:
6.5% 6/1/16	2,735,000		2,666,625
6.625% 10/15/14	2,320,000		2,288,100
6.75% 4/1/17	1,215,000		1,199,813
Viant Holdings, Inc. 10.125% 7/15/17 (c)	3,679,000		3,697,395
			76,973,371
Homebuilding/Real Estate - 2.3%
American Real Estate Partners/American Real Estate Finance Corp.:
7.125% 2/15/13	2,765,000		2,647,488
7.125% 2/15/13 (c)	6,345,000		6,122,925
8.125% 6/1/12	7,950,000		7,910,250
K. Hovnanian Enterprises, Inc.:
6.25% 1/15/15	1,155,000		999,075
8.875% 4/1/12	1,570,000		1,460,100
KB Home 7.75% 2/1/10	4,345,000		4,345,000
Realogy Corp.:
10.5% 4/15/14 (c)	580,000		553,900
12.375% 4/15/15 (c)	580,000		530,004
TOUSA, Inc.:
7.5% 3/15/11	1,230,000		805,650
7.5% 1/15/15	5,060,000		3,111,900
10.375% 7/1/12	1,295,000		958,300
			29,444,592
Hotels - 0.7%
Grupo Posadas SA de CV 8.75% 10/4/11 (c)	3,875,000		4,030,000
Host Marriott LP 7.125% 11/1/13	5,390,000		5,390,000
			9,420,000
Insurance - 0.5%
UnumProvident Corp. 7.375% 6/15/32	580,000		606,647

	Principal Amount		Value
USI Holdings Corp.:
9.23% 11/15/14 (c)(d)	$ 4,305,000		$ 4,218,900
9.75% 5/15/15 (c)	1,310,000		1,290,350
			6,115,897
Leisure - 2.2%
NCL Corp. Ltd. 10.625% 7/15/14	4,740,000		4,526,700
Royal Caribbean Cruises Ltd. yankee:
7% 6/15/13	4,720,000		4,740,150
7.25% 6/15/16	1,540,000		1,524,076
7.5% 10/15/27	1,980,000		1,861,200
Six Flags, Inc.:
9.625% 6/1/14	2,200,000		2,035,000
9.75% 4/15/13	2,085,000		1,959,900
Town Sports International Holdings, Inc. 0% 2/1/14 (b)	1,052,000		967,840
Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10	5,125,000		5,432,500
Universal City Florida Holding Co. I/II:
8.375% 5/1/10	575,000		582,188
10.1063% 5/1/10 (d)	4,340,000		4,448,500
			28,078,054
Metals/Mining - 5.0%
Arch Western Finance LLC 6.75% 7/1/13	6,050,000		5,823,125
Compass Minerals International, Inc.:
0% 12/15/12 (b)	4,520,000		4,655,600
0% 6/1/13 (b)	8,615,000		8,571,925
Drummond Co., Inc. 7.375% 2/15/16 (c)	7,370,000		6,927,800
FMG Finance Property Ltd.:
9.36% 9/1/11 (c)(d)	2,590,000		2,735,688
10% 9/1/13 (c)	1,505,000		1,657,381
10.625% 9/1/16 (c)	325,000		382,281
Freeport-McMoRan Copper & Gold, Inc.:
8.25% 4/1/15	1,415,000		1,489,288
8.375% 4/1/17	1,485,000		1,581,525
Massey Energy Co. 6.875% 12/15/13	7,890,000		7,179,900
Noranda Aluminium Acquisition Corp. 9.36% 5/15/15 pay-in-kind (c)(d)	3,040,000		3,005,800
Peabody Energy Corp.:
7.375% 11/1/16	2,675,000		2,735,188
7.875% 11/1/26	1,715,000		1,783,600
PNA Group, Inc. 10.75% 9/1/16 (c)	4,345,000		4,736,050
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Metals/Mining - continued
PNA Intermediate Holding Corp. 12.36% 2/15/13 pay-in-kind (c)(d)	$ 1,420,000		$ 1,434,200
Vedanta Resources PLC 6.625% 2/22/10 (c)	8,875,000		8,864,350
			63,563,701
Paper - 1.9%
Catalyst Paper Corp. 8.625% 6/15/11	1,710,000		1,650,150
Georgia-Pacific Corp.:
7% 1/15/15 (c)	8,720,000		8,414,800
8% 1/15/24	1,065,000		1,027,725
8.875% 5/15/31	2,325,000		2,325,000
Jefferson Smurfit Corp. U.S. 7.5% 6/1/13	2,815,000		2,730,550
Smurfit-Stone Container Enterprises, Inc. 8% 3/15/17	4,260,000		4,110,900
Stone Container Finance Co. 7.375% 7/15/14	3,740,000		3,590,400
			23,849,525
Publishing/Printing - 1.1%
Scholastic Corp. 5% 4/15/13	2,755,000		2,431,288
The Reader's Digest Association, Inc. 9% 2/15/17 (c)	3,305,000		3,090,175
TL Acquisitions, Inc.:
0% 7/15/15 (b)(c)	1,880,000		1,412,350
10.5% 1/15/15 (c)	2,900,000		2,813,000
Valassis Communications, Inc. 8.25% 3/1/15 (c)	4,250,000		4,080,000
			13,826,813
Railroad - 0.4%
Kansas City Southern Railway Co. 7.5% 6/15/09	4,860,000		4,860,000
Restaurants - 1.0%
Friendly Ice Cream Corp. 8.375% 6/15/12	6,195,000		6,473,775
Landry's Seafood Restaurants, Inc. 7.5% 12/15/14	6,915,000		6,707,550
			13,181,325
Services - 3.4%
Aramark Corp.:
8.5% 2/1/15 (c)	2,445,000		2,481,675
8.8563% 2/1/15 (c)(d)	1,010,000		1,027,675
Ashtead Capital, Inc. 9% 8/15/16 (c)	3,090,000		3,236,775
Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:
7.75% 5/15/16	1,850,000		1,905,500
7.86% 5/15/14 (d)	310,000		318,525

	Principal Amount		Value
Education Management LLC/Education Management Finance Corp. 10.25% 6/1/16	$ 3,320,000		$ 3,486,000
FTI Consulting, Inc.:
7.625% 6/15/13	4,965,000		5,014,650
7.75% 10/1/16	3,620,000		3,705,975
Hertz Corp.:
8.875% 1/1/14	1,295,000		1,346,800
10.5% 1/1/16	1,230,000		1,353,000
Iron Mountain, Inc.:
6.625% 1/1/16	575,000		526,125
8.25% 7/1/11	5,110,000		5,110,000
8.625% 4/1/13	5,270,000		5,322,700
Penhall International Corp. 12% 8/1/14 (c)	2,650,000		2,862,000
Rental Service Corp. 9.5% 12/1/14 (c)	2,830,000		2,886,600
Rural/Metro Corp. 0% 3/15/16 (b)	3,185,000		2,579,850
			43,163,850
Shipping - 3.5%
Britannia Bulk PLC 11% 12/1/11	2,885,000		2,942,700
Navios Maritime Holdings, Inc. 9.5% 12/15/14 (c)	4,795,000		5,034,750
Ship Finance International Ltd. 8.5% 12/15/13	25,180,000		25,935,383
Teekay Corp. 8.875% 7/15/11	10,093,000		10,799,510
			44,712,343
Specialty Retailing - 0.3%
VWR Funding, Inc. 10.25% 7/15/15 (c)	4,320,000		4,320,000
Steels - 1.0%
RathGibson, Inc. 11.25% 2/15/14	4,820,000		5,073,050
Steel Dynamics, Inc. 6.75% 4/1/15 (c)	8,060,000		7,818,200
			12,891,250
Super Retail - 1.4%
Michaels Stores, Inc.:
10% 11/1/14 (c)	5,190,000		5,358,675
11.375% 11/1/16 (c)	2,020,000		2,105,850
NBC Acquisition Corp. 0% 3/15/13 (b)	1,665,000		1,431,900
Nebraska Book Co., Inc. 8.625% 3/15/12	4,270,000		4,227,300
Toys 'R' US, Inc. 7.625% 8/1/11	4,685,000		4,357,050
			17,480,775
Technology - 3.8%
Avago Technologies Finance Ltd. 10.125% 12/1/13	275,000		292,875
Freescale Semiconductor, Inc.:
8.875% 12/15/14 (c)	5,010,000		4,803,588
9.125% 12/15/14 pay-in-kind (c)	3,770,000		3,558,126
9.235% 12/15/14 (c)(d)	2,910,000		2,808,150
Corporate Bonds - continued
	Principal Amount		Value
Nonconvertible Bonds - continued
Technology - continued
Freescale Semiconductor, Inc.: - continued
10.125% 12/15/16 (c)	$ 5,360,000		$ 5,038,400
Hynix Semiconductor, Inc. 7.875% 6/27/17 (c)	1,660,000		1,637,175
IKON Office Solutions, Inc. 7.75% 9/15/15	3,560,000		3,577,800
Lucent Technologies, Inc.:
6.45% 3/15/29	2,415,000		2,088,975
6.5% 1/15/28	2,915,000		2,550,625
Nortel Networks Corp.:
9.6056% 7/15/11 (c)(d)	3,340,000		3,548,750
10.125% 7/15/13 (c)	3,825,000		4,102,313
NXP BV:
7.875% 10/15/14	2,850,000		2,785,875
8.1056% 10/15/13 (d)	2,595,000		2,556,075
9.5% 10/15/15	4,930,000		4,856,050
Xerox Capital Trust I 8% 2/1/27	4,400,000		4,466,000
			48,670,777
Telecommunications - 7.8%
Digicel Group Ltd.:
8.875% 1/15/15 (c)	4,130,000		4,042,238
9.125% 1/15/15 pay-in-kind (c)	1,780,000		1,755,525
Digicel Ltd. 9.25% 9/1/12 (c)	4,605,000		4,841,006
Intelsat Ltd.:
6.5% 11/1/13	6,510,000		5,289,375
7.625% 4/15/12	6,270,000		5,674,350
9.25% 6/15/16	3,790,000		4,007,925
Level 3 Financing, Inc.:
8.75% 2/15/17 (c)	5,135,000		5,064,394
9.15% 2/15/15 (c)(d)	4,990,000		4,965,050
9.25% 11/1/14	11,140,000		11,181,775
12.25% 3/15/13	5,435,000		6,223,075
MetroPCS Wireless, Inc.:
9.25% 11/1/14 (c)	2,570,000		2,647,100
9.25% 11/1/14 (c)	4,510,000		4,645,300
Mobile Telesystems Finance SA 8% 1/28/12 (c)	2,608,000		2,689,630
Orascom Telecom Finance SCA 7.875% 2/8/14 (c)	3,590,000		3,475,551
PanAmSat Corp. 9% 8/15/14	2,374,000		2,474,895
Qwest Corp.:
6.5% 6/1/17 (c)	4,590,000		4,417,875
7.5% 10/1/14	3,840,000		3,926,400
8.61% 6/15/13 (d)	7,630,000		8,354,850
Rural Cellular Corp. 8.36% 6/1/13 (c)(d)	3,010,000		2,994,950
U.S. West Communications:
6.875% 9/15/33	2,535,000		2,382,900
7.5% 6/15/23	4,335,000		4,313,325

	Principal Amount		Value
Windstream Corp.:
8.125% 8/1/13	$ 1,350,000		$ 1,412,438
8.625% 8/1/16	2,565,000		2,706,075
			99,486,002
Textiles & Apparel - 0.6%
Hanesbrands, Inc. 8.735% 12/15/14 (c)(d)	2,720,000		2,740,400
Levi Strauss & Co. 8.875% 4/1/16	5,165,000		5,294,125
			8,034,525
TOTAL NONCONVERTIBLE BONDS			1,080,450,825
TOTAL CORPORATE BONDS (Cost $1,079,809,164)		1,085,758,995
Commercial Mortgage Securities - 0.0%

LB Multi-family Mortgage Trust Series 1991-4 Class A1, 7.2305% 4/25/21 (c)(d) (Cost $140,120)	181,255		163,130
Common Stocks - 0.4%
	Shares
Air Transportation - 0.4%
Delta Air Lines, Inc. (a)	251,576		4,956,047
Textiles & Apparel - 0.0%
Arena Brands Holding Corp. Class B (a)(e)	48,889		356,401
TOTAL COMMON STOCKS (Cost $7,950,980)		5,312,448
Preferred Stocks - 0.8%

Convertible Preferred Stocks - 0.4%
Electric Utilities - 0.1%
AES Trust III 6.75%	20,800		1,028,352
Energy - 0.3%
El Paso Corp. 4.99%	3,000		4,381,770
TOTAL CONVERTIBLE PREFERRED STOCKS			5,410,122
Nonconvertible Preferred Stocks - 0.4%
Telecommunications - 0.4%
Rural Cellular Corp. 12.25% pay-in-kind	3,862		4,711,640
TOTAL PREFERRED STOCKS (Cost $9,704,754)		10,121,762

Floating Rate Loans - 10.7%
	Principal Amount		Value
Air Transportation - 0.6%
United Air Lines, Inc. Tranche B, term loan 7.375% 2/1/14 (d)	$ 7,760,000		$ 7,701,800
Automotive - 1.6%
Federal-Mogul Corp. term loan 7.07% 12/31/07 (d)	3,060,000		3,063,825
Ford Motor Co. term loan 8.36% 12/15/13 (d)	14,696,150		14,714,520
Navistar International Corp.:
term loan 8.6099% 1/19/12 (d)	1,965,333		1,975,160
Credit-Linked Deposit 8.5907% 1/19/12 (d)	714,667		718,240
			20,471,745
Cable TV - 1.7%
Charter Communications Operating LLC Tranche B 1LN, term loan 7.36% 3/6/14 (d)	7,620,000		7,543,800
CSC Holdings, Inc. Tranche B, term loan 7.07% 3/29/13 (d)	4,900,500		4,894,374
Insight Midwest Holdings LLC Tranche B, term loan 7.35% 4/6/14 (d)	4,830,000		4,836,038
Univision Communications, Inc.:
Tranche 1LN, term loan 7.605% 9/29/14 (d)	3,983,893		3,904,215
Tranche DD 1LN, term loan 9/29/14 (d)(f)	256,107		250,985
			21,429,412
Capital Goods - 0.3%
Dresser, Inc.:
Tranche 2LN, term loan 11.11% 5/4/15 pay-in-kind (d)	3,250,000		3,290,625
Tranche B 1LN, term loan 7.86% 5/4/14 (d)	430,000		430,000
			3,720,625
Diversified Financial Services - 0.4%
LPL Investment Holdings, Inc. Tranche D, term loan 7.35% 6/28/13 (d)	4,967,051		4,967,051
Electric Utilities - 0.9%
Ashmore Energy International:
Revolving Credit-Linked Deposit 8.35% 3/30/12 (d)	659,006		659,829
term loan 8.36% 3/30/14 (d)	5,020,994		5,027,271
NRG Energy, Inc.:
term loan:
6/8/14 (d)(f)	545,018		542,293
7.07% 2/1/13 (d)	3,742,081		3,737,403
7.07% 2/1/13 (d)	1,553,523		1,551,581
			11,518,377
Energy - 1.3%
Kinder Morgan, Inc. Tranche B, term loan 6.82% 5/30/14 (d)	9,230,000		9,230,000

	Principal Amount		Value
Petroleum Geo-Services ASA term loan 7.11% 6/28/15 (d)	$ 2,900,000		$ 2,900,000
Sandridge Energy, Inc. term loan:
8.625% 4/1/15	3,550,000		3,625,438
8.985% 4/1/14 (d)	660,000		670,725
			16,426,163
Entertainment/Film - 0.3%
Zuffa LLC term loan 7.375% 6/20/15 (d)	4,160,000		4,139,200
Food/Beverage/Tobacco - 0.1%
Pierre Foods, Inc. Tranche B, term loan 7.57% 6/30/10 (d)	825,455		827,518
Healthcare - 0.7%
Community Health Systems, Inc.:
term loan 7.57% 6/28/14 (d)	5,009,606		5,009,606
Tranche DD, term loan 6/28/14 (d)(f)	330,394		330,394
Inverness Medical Innovations, Inc. Tranche 2LN, term loan 11.5% 6/26/15 (d)	1,450,000		1,450,000
Stiefel Laboratories, Inc. term loan 10.355% 6/28/14 (d)	2,220,000		2,242,200
			9,032,200
Metals/Mining - 0.1%
Freeport-McMoRan Copper & Gold, Inc. Tranche B, term loan 9% 3/19/14 (d)	1,855,467		1,853,147
Paper - 0.4%
Georgia-Pacific Corp. Tranche B1, term loan 7.11% 12/23/12 (d)	5,665,870		5,665,870
Services - 0.9%
Adesa, Inc. term loan 7.61% 10/20/13 (d)	5,850,000		5,850,000
NES Rentals Holdings, Inc. Tranche 2, term loan 12.125% 7/20/13 (d)	3,943,252		4,002,401
Penhall International Corp. term loan 12.8238% 4/1/12 (d)	2,080,000		2,111,200
			11,963,601
Technology - 0.5%
Kronos, Inc.:
Tranche 1LN, term loan 7.61% 6/11/14 (d)	3,300,000		3,287,625
Tranche 2LN, term loan 11.11% 6/11/15 (d)	3,190,000		3,158,100
			6,445,725
Telecommunications - 0.7%
Digicel International Finance Ltd. term loan 7.875% 3/30/12 (d)	6,240,000		6,247,800
Level 3 Communications, Inc. term loan 7.605% 3/13/14 (d)	2,500,000		2,496,875
			8,744,675
Floating Rate Loans - continued
	Principal Amount		Value
Textiles & Apparel - 0.2%
Levi Strauss & Co. term loan 7.57% 4/4/14 (d)	$ 2,310,000		$ 2,275,350
TOTAL FLOATING RATE LOANS (Cost $137,107,006)		137,182,459

Cash Equivalents - 0.2%
	Maturity Amount
Investments in repurchase agreements in a joint trading account at 4.32%, dated 6/29/07 due 7/2/07 (Collateralized by U.S. Treasury Obligations) # (Cost $2,146,000)	2,146,772		2,146,000
TOTAL INVESTMENT PORTFOLIO - 97.3% (Cost $1,236,858,024)			1,240,684,794
NET OTHER ASSETS - 2.7%			33,884,345
NET ASSETS - 100%		$ 1,274,569,139

Legend

(a) Non-income producing

(b) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

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

Additional information on each holding is as follows:

Security	Acquisition Date	Acquisition Cost
Arena Brands Holding Corp. Class B	6/18/97	$ 1,974,627

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

Repurchase Agreement / Counterparty	Value
$2,146,000 due 7/02/07 at 4.32%
Banc of America Securities LLC	$ 404,421
Bear Stearns & Co., Inc.	943,355
Lehman Brothers, Inc.	798,224
	$ 2,146,000

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	$ 1,050,457

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

United States of America	85.7%
Bermuda	4.3%
Canada	3.1%
Marshall Islands	1.3%
United Kingdom	1.2%
Luxembourg	1.0%
Others (individually less than 1%)	3.4%
	100.0%

Income Tax Information

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

VIP High Income Portfolio

VIP High Income Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value (including repurchase agreements of $2,146,000) - See accompanying schedule: Unaffiliated issuers (cost $1,236,858,024)		$ 1,240,684,794
Cash		4,802,621
Receivable for investments sold		47,165,755
Receivable for fund shares sold		1,993,500
Interest receivable		21,134,262
Distributions receivable from Fidelity Central Funds		55,783
Prepaid expenses		2,922
Total assets		1,315,839,637

Liabilities
Payable for investments purchased	$ 31,100,742
Payable for fund shares redeemed	3,559,697
Accrued management fee	602,078
Distribution fees payable	41,286
Notes payable	5,732,000
Other affiliated payables	113,883
Other payables and accrued expenses	120,812
Total liabilities		41,270,498

Net Assets		$ 1,274,569,139
Net Assets consist of:
Paid in capital		$ 2,308,601,656
Undistributed net investment income		54,638,020
Accumulated undistributed net realized gain (loss) on investments		(1,092,497,307)
Net unrealized appreciation (depreciation) on investments		3,826,770
Net Assets		$ 1,274,569,139

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($830,650,691 ÷ 126,991,390 shares)		$ 6.54

Service Class: Net Asset Value, offering price and redemption price per share ($219,198,206 ÷ 33,683,393 shares)		$ 6.51

Service Class 2: Net Asset Value, offering price and redemption price per share ($101,026,429 ÷ 15,712,449 shares)		$ 6.43

Initial Class R: Net Asset Value, offering price and redemption price per share ($11,097,060 ÷ 1,699,955 shares)		$ 6.53


Service Class R: Net Asset Value, offering price and redemption price per share ($20,394,512 ÷ 3,138,306 shares)		$ 6.50

Service Class 2R: Net Asset Value, offering price and redemption price per share ($1,082,623 ÷ 168,295 shares)		$ 6.43

Investor Class: Net Asset Value, offering price and redemption price per share ($91,119,618 ÷ 13,962,944 shares)		$ 6.53

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

Semiannual Report

VIP High Income Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 495,275
Interest		54,414,102
Income from Fidelity Central Funds		1,050,457
Total income		55,959,834

Expenses
Management fee	$ 3,877,172
Transfer agent fees	506,602
Distribution fees	275,176
Accounting fees and expenses	234,320
Custodian fees and expenses	15,668
Independent trustees' compensation	2,217
Audit	44,430
Legal	2,672
Interest	11,439
Miscellaneous	(13,619)
Total expenses before reductions	4,956,077
Expense reductions	(7,859)	4,948,218
Net investment income		51,011,616
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers		18,080,551
Change in net unrealized appreciation (depreciation) on investment securities		(27,319,086)
Net gain (loss)		(9,238,535)
Net increase (decrease) in net assets resulting from operations		$ 41,773,081

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 51,011,616	$ 101,953,049
Net realized gain (loss)	18,080,551	19,571,030
Change in net unrealized appreciation (depreciation)	(27,319,086)	25,541,215
Net increase (decrease) in net assets resulting from operations	41,773,081	147,065,294
Distributions to shareholders from net investment income	-	(103,253,559)
Share transactions - net increase (decrease)	(156,230,036)	(158,550,860)
Redemption fees	13,773	-
Total increase (decrease) in net assets	(114,443,182)	(114,739,125)

Net Assets
Beginning of period	1,389,012,321	1,503,751,446
End of period (including undistributed net investment income of $54,638,020 and undistributed net investment income of $3,860,284, respectively)	$ 1,274,569,139	$ 1,389,012,321

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

VIP High Income Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 6.35	$ 6.17	$ 7.00	$ 6.95	$ 5.93	$ 6.41
Income from Investment Operations
Net investment income ^E	.243	.476	.457	.494	.520	.496 ^I
Net realized and unrealized gain (loss)	(.053)	.216	(.281)	.126	.980	(.306) ^I
Total from investment operations	.190	.692	.176	.620	1.500	.190
Distributions from net investment income	-	(.512)	(1.006)	(.570)	(.480)	(.670)
Redemption fees added to paid in capital^E	-^J	-	-	-	-	-
Net asset value, end of period	$ 6.54	$ 6.35	$ 6.17	$ 7.00	$ 6.95	$ 5.93
Total Return^{B, C, D}	2.99%	11.24%	2.70%	9.59%	27.26%	3.44%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.68% ^A	.71%	.70%	.71%	.69%	.70%
Expenses net of fee waivers, if any	.68%^A	.71%	.70%	.71%	.69%	.70%
Expenses net of all reductions	.68%^A	.71%	.70%	.71%	.69%	.70%
Net investment income	7.50%^A	7.40%	6.98%	7.43%	8.25%	8.65% ^I
Supplemental Data
Net assets, end of period (000 omitted)	$ 830,651	$ 922,565	$ 1,080,002	$ 1,371,736	$ 1,593,714	$ 1,145,562
Portfolio turnover rate ^G	78%^A	65%	95%	128%	130%	96%
^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 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. ^I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended December 31, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income (loss) to average net assets decreased from 8.95% to 8.65%. The reclassification has no impact on the net assets of the Fund. ^J Amount represents less than $.01 per share.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 6.32	$ 6.14	$ 6.97	$ 6.92	$ 5.91	$ 6.38
Income from Investment Operations
Net investment income ^E	.239	.467	.448	.486	.513	.488 ^I
Net realized and unrealized gain (loss)	(.049)	.218	(.283)	.124	.967	(.288) ^I
Total from investment operations	.190	.685	.165	.610	1.480	.200
Distributions from net investment income	-	(.505)	(.995)	(.560)	(.470)	(.670)
Redemption fees added to paid in capital^E	-^J	-	-	-	-	-
Net asset value, end of period	$ 6.51	$ 6.32	$ 6.14	$ 6.97	$ 6.92	$ 5.91
Total Return ^{B, C, D}	3.01%	11.18%	2.52%	9.47%	26.97%	3.62%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.78% ^A	.81%	.80%	.81%	.79%	.80%
Expenses net of fee waivers, if any	.78% ^A	.81%	.80%	.81%	.79%	.80%
Expenses net of all reductions	.78% ^A	.81%	.80%	.81%	.79%	.80%
Net investment income	7.40% ^A	7.30%	6.88%	7.33%	8.15%	8.55% ^I
Supplemental Data
Net assets, end of period (000 omitted)	$ 219,198	$ 277,546	$ 319,380	$ 377,122	$ 417,928	$ 260,489
Portfolio turnover rate ^G	78% ^A	65%	95%	128%	130%	96%
^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 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. ^I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended December 31, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income (loss) to average net assets decreased from 8.85% to 8.55%. The reclassification has no impact on the net assets of the Fund. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 6.25	$ 6.08	$ 6.91	$ 6.87	$ 5.87	$ 6.36
Income from Investment Operations
Net investment income ^E	.231	.453	.433	.470	.501	.472 ^I
Net realized and unrealized gain (loss)	(.051)	.216	(.284)	.130	.959	(.292) ^I
Total from investment operations	.180	.669	.149	.600	1.460	.180
Distributions from net investment income	-	(.499)	(.979)	(.560)	(.460)	(.670)
Redemption fees added to paid in capital^E	-^J	-	-	-	-	-
Net asset value, end of period	$ 6.43	$ 6.25	$ 6.08	$ 6.91	$ 6.87	$ 5.87
Total Return ^{B, C, D}	2.88%	11.02%	2.31%	9.38%	26.75%	3.30%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	.93% ^A	.97%	.95%	.97%	.95%	.97%
Expenses net of fee waivers, if any	.93% ^A	.97%	.95%	.97%	.95%	.97%
Expenses net of all reductions	.93% ^A	.97%	.95%	.97%	.95%	.97%
Net investment income	7.25% ^A	7.14%	6.72%	7.17%	7.99%	8.38% ^I
Supplemental Data
Net assets, end of period (000 omitted)	$ 101,026	$ 110,503	$ 86,757	$ 94,246	$ 76,383	$ 32,499
Portfolio turnover rate ^G	78% ^A	65%	95%	128%	130%	96%
^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 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. ^I As a result of a revision to reflect accretion of market discount using the interest method, certain amounts for the year ended December 31, 2002 have been reclassified from what was previously reported. The impact of this change was a decrease to net investment income (loss) of $.017 per share with a corresponding increase to net realized and unrealized gain (loss) per share. The ratio of net investment income (loss) to average net assets decreased from 8.68% to 8.38%. The reclassification has no impact on the net assets of the Fund. ^J Amount represents less than $.01 per share.

Financial Highlights - Initial Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.34	$ 6.16	$ 7.00	$ 6.47
Income from Investment Operations
Net investment income ^E	.235	.475	.455	.338
Net realized and unrealized gain (loss)	(.045)	.218	(.288)	.192
Total from investment operations	.190	.693	.167	.530
Distributions from net investment income	-	(.513)	(1.007)	-
Redemption fees added to paid in capital^E	-^J	-	-	-
Net asset value, end of period	$ 6.53	$ 6.34	$ 6.16	$ 7.00
Total Return ^{B, C, D}	3.00%	11.27%	2.55%	8.19%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.68% ^A	.71%	.70%	.71% ^A
Expenses net of fee waivers, if any	.68% ^A	.71%	.70%	.71% ^A
Expenses net of all reductions	.68% ^A	.71%	.70%	.71% ^A
Net investment income	7.49% ^A	7.39%	6.98%	7.16% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 11,097	$ 93	$ 83	$ 81
Portfolio turnover rate ^G	78% ^A	65%	95%	128%

^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 14, 2004 (commencement of sale of shares) to December 31, 2004. ^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. ^J Amount represents less than $.01 per share.

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

VIP High Income Portfolio

Financial Highlights - Service Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.32	$ 6.14	$ 6.97	$ 6.45
Income from Investment Operations
Net investment income ^E	.232	.467	.447	.332
Net realized and unrealized gain (loss)	(.052)	.219	(.282)	.188
Total from investment operations	.180	.686	.165	.520
Distributions from net investment income	-	(.506)	(.995)	-
Redemption fees added to paid in capital^E	-^J	-	-	-
Net asset value, end of period	$ 6.50	$ 6.32	$ 6.14	$ 6.97
Total Return ^{B, C, D}	2.85%	11.19%	2.53%	8.06%
Ratios to Average Net Assets ^{F, I}
Expenses before reductions	.79% ^A	.81%	.80%	.81% ^A
Expenses net of fee waivers, if any	.79% ^A	.81%	.80%	.81% ^A
Expenses net of all reductions	.79% ^A	.81%	.80%	.81% ^A
Net investment income	7.39% ^A	7.30%	6.88%	7.05% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 20,395	$ 92	$ 83	$ 81
Portfolio turnover rate ^G	78% ^A	65%	95%	128%

^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 14, 2004 (commencement of sale of shares) to December 31, 2004. ^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. ^J Amount represents less than $.01 per share.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.25	$ 6.08	$ 6.91	$ 6.40
Income from Investment Operations
Net investment income ^E	.223	.453	.433	.322
Net realized and unrealized gain (loss)	(.043)	.214	(.282)	.188
Total from investment operations	.180	.667	.151	.510
Distributions from net investment income	-	(.497)	(.981)	-
Redemption fees added to paid in capital^E	-^J	-	-	-
Net asset value, end of period	$ 6.43	$ 6.25	$ 6.08	$ 6.91
Total Return^{B, C, D}	2.88%	10.99%	2.33%	7.97%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.96%^A	.96%	.94%	.96% ^A
Expenses net of fee waivers, if any	.96%^A	.96%	.94%	.96%^A
Expenses net of all reductions	.96%^A	.96%	.94%	.96%^A
Net investment income	7.21%^A	7.14%	6.73%	6.90%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,083	$ 92	$ 83	$ 81
Portfolio turnover rate ^G	78%^A	65%	95%	128%

^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 14, 2004 (commencement of sale of shares) to December 31, 2004. ^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. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Investor Class

	Six months ended June 30, 207	Years ended December 31,
	(Unaudited)	2006	2005 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 6.34	$ 6.16	$ 6.54
Income from Investment Operations
Net investment income ^E	.239	.471	.193
Net realized and unrealized gain (loss)	(.049)	.220	(.089)
Total from investment operations	.190	.691	.104
Distributions from net investment income	-	(.511)	(.484)
Redemption fees added to paid in capital^E	-^J	-	-
Net asset value, end of period	$ 6.53	$ 6.34	$ 6.16
Total Return^{B, C, D}	3.00%	11.24%	1.60%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.75% ^A	.80%	.82%^A
Expenses net of fee waivers, if any	.75%^A	.80%	.82%^A
Expenses net of all reductions	.75%^A	.79%	.82%^A
Net investment income	7.42%^A	7.31%	6.86%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 91,120	$ 78,122	$ 17,363
Portfolio turnover rate ^G	78%^A	65%	95%

^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. ^J Amount represents less than $.01 per share.

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

VIP High Income Portfolio

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

2. Investments in Fidelity Central Funds.

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

3. Significant Accounting Policies.

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.

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 capital gain distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

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

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

Unrealized appreciation	$ 25,077,369
Unrealized depreciation	(19,913,489)
Net unrealized appreciation (depreciation)	$ 5,163,880
Cost for federal income tax purposes	$ 1,235,520,914

4. Operating Policies.

VIP High Income Portfolio

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $513,276,530 and $585,625,197, 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 annualized management fee rate was .57% of the Fund's average net assets.

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

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

Service Class	$ 131,094
Service Class 2	141,331
Service Class R	2,361
Service Class 2 R	390
	$ 275,176

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 their month end net assets. Investor Class pays a monthly asset-based transfer agent fee of .14% of its month end net assets. The total transfer agent fees paid by each class to FIIOC, including out of pocket expenses, were as follows:

Initial Class	$ 309,839
Service Class	87,980
Service Class 2	40,446
Initial Class R	755
Service Class R	1,557
Service Class 2R	102
Investor Class	65,923
	$ 506,602

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. 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	$ 8,448,667	5.42%	$ 11,439

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 $1,697 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions.

9. Other.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ -	$ 68,637,194
Service Class	-	20,731,877
Service Class 2	-	8,160,312
Initial Class R	-	6,935
Service Class R	-	6,854
Service Class 2R	-	6,779
Investor Class	-	5,703,608
Total	$ -	$ 103,253,559

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	7,103,210	20,391,924	$ 46,302,933	$ 130,862,386
Reinvestment of distributions	-	10,827,982	-	68,637,194
Shares redeemed	(25,433,669)	(60,996,323)	(166,024,433)	(389,548,495)
Net increase (decrease)	(18,330,459)	(29,776,417)	$ (119,721,500)	$ (190,048,915)

VIP High Income Portfolio

11. Share Transactions - continued

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Service Class
Shares sold	5,542,174	15,758,056	$ 35,927,682	$ 100,943,180
Reinvestment of distributions	-	3,286,143	-	20,731,877
Shares redeemed	(15,782,498)	(27,123,963)	(102,732,898)	(172,895,592)
Net increase (decrease)	(10,240,324)	(8,079,764)	$ (66,805,216)	$ (51,220,535)
Service Class 2
Shares sold	3,619,734	8,956,747	$ 23,229,499	$ 56,663,410
Reinvestment of distributions	-	1,307,892	-	8,160,311
Shares redeemed	(5,593,027)	(6,845,198)	(36,082,371)	(43,209,500)
Net increase (decrease)	(1,973,293)	3,419,441	$ (12,852,872)	$ 21,614,221
Initial Class R
Shares sold	1,727,851	-	$ 11,381,091	$ -
Reinvestment of distributions	-	1,095	-	6,935
Shares redeemed	(42,500)	-	(278,654)	-
Net increase (decrease)	1,685,351	1,095	$ 11,102,437	$ 6,935
Service Class R
Shares sold	3,265,269	-	$ 21,459,336	$ -
Reinvestment of distributions	-	1,087	-	6,854
Shares redeemed	(141,584)	-	(928,503)	-
Net increase (decrease)	3,123,685	1,087	$ 20,530,833	$ 6,854
Service Class 2R
Shares sold	168,743	-	$ 1,096,750	$ -
Reinvestment of distributions	-	1,087	-	6,779
Shares redeemed	(15,164)	-	(98,480)	-
Net increase (decrease)	153,579	1,087	$ 998,270	$ 6,779
Investor Class
Shares sold	5,337,932	10,403,901	$ 34,744,491	$ 66,865,919
Reinvestment of distributions	-	901,089	-	5,703,608
Shares redeemed	(3,703,352)	(1,794,789)	(24,226,479)	(11,485,726)
Net increase (decrease)	1,634,580	9,510,201	$ 10,518,012	$ 61,083,801

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP High Income Portfolio

VIP High Income Portfolio

VIP High Income Portfolio

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP High Income Portfolio

VIP High Income Portfolio

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

Semiannual Report

VIP High Income Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

VIPHIR-SANN-0807
1.833449.101

Fidelity® Variable Insurance Products:

Overseas Portfolio

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

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.

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Overseas Portfolio

VIP Overseas Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,130.60	$ 4.49
Hypothetical^A	$ 1,000.00	$ 1,020.58	$ 4.26
Service Class
Actual	$ 1,000.00	$ 1,129.60	$ 5.02
Hypothetical^A	$ 1,000.00	$ 1,020.08	$ 4.76
Service Class 2
Actual	$ 1,000.00	$ 1,129.00	$ 5.81
Hypothetical^A	$ 1,000.00	$ 1,019.34	$ 5.51
Initial Class R
Actual	$ 1,000.00	$ 1,130.40	$ 4.49
Hypothetical^A	$ 1,000.00	$ 1,020.58	$ 4.26
Service Class R
Actual	$ 1,000.00	$ 1,129.80	$ 5.02
Hypothetical^A	$ 1,000.00	$ 1,020.08	$ 4.76
Service Class 2R
Actual	$ 1,000.00	$ 1,128.90	$ 5.81
Hypothetical^A	$ 1,000.00	$ 1,019.34	$ 5.51
Investor Class R
Actual	$ 1,000.00	$ 1,129.80	$ 5.12
Hypothetical^A	$ 1,000.00	$ 1,019.98	$ 4.86

^A 5% return per year before expenses

Semiannual Report

VIP Overseas Portfolio
Shareholder Expense Example - contined

	Annualized Expense Ratio
Initial Class	.85%
Service Class	.95%
Service Class 2	1.10%
Initial Class R	.85%
Service Class R	.95%
Service Class 2R	1.10%
Investor Class R	.97%

VIP Overseas Portfolio

VIP Overseas Portfolio

Investment Changes

Geographic Diversification (% of fund's net assets)
As of June 30, 2007
	United Kingdom	19.9%
	Japan	17.4%
	France	13.1%
	Germany	12.7%
	Switzerland	6.2%
	Australia	6.1%
	Netherlands	4.0%
	Italy	3.5%
	United States of America	1.9%
	Other	15.2%

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


As of December 31, 2006
	United Kingdom	21.1%
	Japan	16.4%
	France	12.2%
	Germany	10.1%
	Switzerland	8.6%
	Australia	4.8%
	United States of America	4.0%
	Italy	3.6%
	Spain	3.3%
	Other	15.9%

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

Asset Allocation
	% of fund's net assets	% of fund's net assets 6 months ago
Stocks	98.9	96.7
Short-Term Investments and Net Other Assets	1.1	3.3
Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Alstom SA (France, Electrical Equipment)	1.8	1.2
Toyota Motor Corp. (Japan, Automobiles)	1.7	2.0
Siemens AG sponsored ADR (Germany, Industrial Conglomerates)	1.7	0.9
Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)	1.4	1.3
BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)	1.4	2.3
ABB Ltd. (Reg.) (Switzerland, Electrical Equipment)	1.4	1.2
E.ON AG (Germany, Electric Utilities)	1.3	1.4
Nintendo Co. Ltd. (Japan, Software)	1.3	1.4
Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)	1.2	1.4
Man Group plc (United Kingdom, Capital Markets)	1.1	0.9
	14.3
Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	26.0	28.7
Industrials	13.8	9.5
Consumer Discretionary	12.6	14.8
Consumer Staples	8.8	8.1
Energy	7.8	8.2
Materials	7.4	4.1
Information Technology	7.0	8.0
Utilities	5.7	4.7
Health Care	5.2	6.0
Telecommunication Services	4.6	4.6

Semiannual Report

VIP Overseas Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.5%
	Shares		Value
Argentina - 0.4%
Cresud S.A.C.I.F. y A. sponsored ADR (d)	599,600		$ 12,825,444
Australia - 6.1%
AMP Ltd.	859,100		7,372,155
Australian Wealth Management Ltd.	2,494,900		5,627,364
Babcock & Brown Japan Property Trust	2,867,800		4,304,199
Babcock & Brown Ltd.	200,800		5,462,209
Babcock & Brown Wind Partners	4,714,700		7,795,768
BHP Billiton Ltd.	855,200		25,549,100
Commonwealth Bank of Australia	412,100		19,306,571
Computershare Ltd.	1,733,600		16,596,369
CSL Ltd.	532,800		39,757,323
Energy Resources of Australia Ltd.	234,200		3,808,954
Gunns Ltd.	1,497,600		4,152,540
Macquarie Bank Ltd.	212,500		15,316,097
National Australia Bank Ltd.	834,500		29,026,338
Rio Tinto Ltd.	79,200		6,634,503
Seek Ltd.	593,800		3,715,924
Silex Systems Ltd. (a)	554,400		5,871,592
Westfield Group:
unit	653,200		11,055,464
unit (e)	56,800		935,336
WorleyParsons Ltd.	236,518		6,818,885
TOTAL AUSTRALIA			219,106,691
Austria - 0.3%
OMV AG	165,800		11,105,245
Belgium - 0.7%
Hamon & Compagnie International SA (a)	73,974		4,475,204
InBev SA	205,800		16,385,903
KBC Groupe SA	26,700		3,614,301
TOTAL BELGIUM			24,475,408
Bermuda - 0.2%
Aquarius Platinum Ltd. (United Kingdom)	174,800		5,489,888
Clear Media Ltd. (a)	249,000		270,680
TOTAL BERMUDA			5,760,568
Brazil - 0.3%
Vivo Participacoes SA (PN) sponsored ADR	1,938,000		9,709,380
British Virgin Islands - 0.1%
Indochina Capital Vietnam Holdings Ltd.	271,800		2,508,714
Canada - 0.7%
Cameco Corp. (d)	531,400		26,937,902
Czech Republic - 0.4%
Ceske Energeticke Zavody AS	286,700		14,784,191
Denmark - 1.5%
Novo Nordisk AS Series B	143,800		15,691,267

	Shares		Value
Novozymes AS Series B	144,000		$ 16,760,630
Vestas Wind Systems AS (a)	357,800		23,685,884
TOTAL DENMARK			56,137,781
Finland - 1.4%
Cargotec Corp. (B Shares)	83,820		5,180,896
Fortum Oyj	216,800		6,804,343
Neste Oil Oyj	287,500		11,334,556
Nokia Corp. sponsored ADR	734,700		20,652,417
UPM-Kymmene Corp. sponsored ADR	248,800		6,110,528
TOTAL FINLAND			50,082,740
France - 13.1%
Alstom SA (d)	385,400		64,793,193
AXA SA	247,415		10,648,742
BNP Paribas SA	212,302		25,388,437
Bouygues SA	173,500		14,603,139
Cap Gemini SA	332,500		24,466,799
Carrefour SA	188,100		13,273,516
CNP Assurances	98,000		12,593,522
Electricite de France	186,600		20,274,268
France Telecom SA	106,661		2,931,044
Gaz de France (d)	141,600		7,184,638
Groupe Danone (d)	233,600		18,975,577
L'Air Liquide SA	148,580		19,594,031
L'Oreal SA	170,595		20,087,561
Michelin SA (Compagnie Generale des Etablissements) Series B	89,300		12,551,168
Neopost SA	49,500		7,269,443
Pinault Printemps-Redoute SA	81,600		14,308,275
Remy Cointreau SA	109,300		8,202,531
Renault SA	81,900		13,213,649
Societe Generale Series A	134,610		24,768,240
Sodexho Alliance SA	118,200		8,502,505
Suez SA (France)	345,500		19,868,311
Total SA:
Series B	266,400		21,573,072
sponsored ADR	47,400		3,838,452
Veolia Environnement	473,600		37,195,503
Veolia Environnement rights 6/27/07 (a)	459,800		647,963
Vinci SA	364,800		27,391,603
Vivendi Universal SA	447,100		19,308,905
TOTAL FRANCE			473,454,087
Germany - 12.3%
Aareal Bank AG	169,511		8,855,465
Allianz AG (Reg.)	122,300		28,459,210
BASF AG	34,500		4,509,495
Bayer AG	285,700		21,513,210
Bayerische Motoren Werke AG (BMW)	182,200		11,838,761
Beiersdorf AG	306,100		21,890,330
Commerzbank AG	447,200		21,479,985
DaimlerChrysler AG	146,900		13,507,455
DaimlerChrysler AG (Reg.)	158,400		14,564,880
Common Stocks - continued
	Shares		Value
Germany - continued
Deutsche Boerse AG	138,800		$ 15,732,598
Deutsche Postbank AG	101,500		8,938,672
Deutsche Telekom AG sponsored ADR (d)	148,200		2,728,362
Deutz AG (a)	337,063		4,388,462
E.ON AG	287,644		48,013,536
ESCADA AG (a)	241,821		10,620,254
GFK AG	111,269		5,493,577
Henkel KGaA	282,177		13,515,383
Hochtief AG	37,000		4,040,616
IVG Immobilien AG	68,700		2,689,870
Lanxess AG	244,300		13,681,702
MAN AG	63,400		9,160,602
Metro AG	183,400		15,260,170
MLP AG	980,300		18,906,017
MPC Muenchmeyer Petersen Capital AG (d)	50,800		5,214,894
Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)	49,700		9,160,681
Q-Cells AG	89,000		7,731,852
SAP AG sponsored ADR (d)	93,000		4,749,510
SGL Carbon AG (a)	559,300		23,276,416
Siemens AG sponsored ADR	430,400		61,573,024
Wincor Nixdorf AG	152,600		14,209,184
TOTAL GERMANY			445,704,173
Hong Kong - 0.5%
China Overseas Land & Investment Ltd.	3,416,000		5,329,855
China Unicom Ltd.	6,226,000		10,727,398
Dynasty Fine Wines Group Ltd.	8,168,000		3,332,300
TOTAL HONG KONG			19,389,553
India - 0.1%
IVRCL Infrastructures & Projects Ltd.	340,000		3,017,002
Power Finance Corp. Ltd.	11,522		42,051
TOTAL INDIA			3,059,053
Ireland - 0.6%
Allied Irish Banks PLC	432,200		11,876,856
Irish Life & Permanent PLC	399,400		10,102,841
TOTAL IRELAND			21,979,697
Italy - 3.5%
Alleanza Assicurazioni SpA (d)	899,500		11,784,270
Assicurazioni Generali SpA	376,200		15,152,277
Azimut Holdings SpA	518,100		8,913,610
Edison SpA	2,366,800		7,636,493
ENI SpA (d)	698,686		25,274,966
Intesa Sanpaolo SpA	1,556,700		11,650,813
Lottomatica SpA	155,800		6,222,470
Mariella Burani Fashion Group SpA	105,600		3,698,745

	Shares		Value
Unicredito Italiano SpA (d)	2,840,000		$ 25,479,596
Unione di Banche Italiane Scpa	438,500		11,185,645
TOTAL ITALY			126,998,885
Japan - 17.4%
Canon, Inc.	555,000		32,545,199
Chugai Pharmaceutical Co. Ltd.	324,900		5,843,240
Daiwa Securities Group, Inc.	1,038,000		11,066,044
Fujifilm Holdings Corp.	294,000		13,118,279
Honda Motor Co. Ltd.	97,400		3,534,646
Ibiden Co. Ltd.	150,600		9,733,485
Japan Tobacco, Inc.	2,097		10,352,192
KDDI Corp.	1,275		9,451,729
Kinden Corp.	661,000		5,742,692
Konica Minolta Holdings, Inc.	646,500		9,548,420
Matsui Securities Co. Ltd. (d)	659,000		5,901,892
Millea Holdings, Inc.	329,580		13,540,717
Mitsubishi Estate Co. Ltd.	863,000		23,473,935
Mitsubishi UFJ Financial Group, Inc.	1,175		12,948,499
Mitsui & Co. Ltd.	384,000		7,654,433
Mitsui Fudosan Co. Ltd.	484,000		13,597,271
Mizuho Financial Group, Inc.	5,147		35,647,863
Murata Manufacturing Co. Ltd.	162,100		12,227,257
Nafco Co. Ltd.	147,900		4,287,130
Namco Bandai Holdings, Inc.	334,100		5,278,975
NGK Insulators Ltd.	227,000		5,584,686
Nidec Corp. (d)	152,100		8,941,247
Nintendo Co. Ltd.	130,800		47,977,438
Nippon Steel Corp.	1,308,000		9,218,447
Nomura Holdings, Inc.	939,300		18,241,205
NSK Ltd.	1,575,000		16,317,797
NTT DoCoMo, Inc.	11,822		18,678,759
Organo Corp.	291,000		5,812,439
ORIX Corp.	70,730		18,635,827
Point, Inc. (d)	125,450		7,445,920
SHIMIZU Corp.	962,000		5,584,849
Sompo Japan Insurance, Inc.	517,000		6,334,467
Sony Corp.	98,600		5,065,082
Sony Corp. sponsored ADR	104,300		5,357,891
Stanley Electric Co. Ltd.	351,500		7,648,749
Sumco Corp.	209,600		10,534,459
Sumitomo Forestry Co. Ltd.	581,000		5,627,907
Sumitomo Metal Industries Ltd.	1,829,000		10,781,536
Sumitomo Mitsui Financial Group, Inc.	1,654		15,444,137
Sumitomo Trust & Banking Co. Ltd.	1,511,600		14,421,321
T&D Holdings, Inc.	368,850		24,947,389
Takeda Pharamaceutical Co. Ltd.	299,100		19,331,243
Tokuyama Corp.	565,000		7,367,570
Tokyo Electric Power Co.	115,000		3,697,629
Toyota Motor Corp.	987,700		62,165,836
USS Co. Ltd.	128,860		8,213,308
Yahoo! Japan Corp.	17,317		5,884,349
Common Stocks - continued
	Shares		Value
Japan - continued
Yamaguchi Financial Group, Inc.	369,000		$ 4,503,142
Yamaha Motor Co. Ltd.	161,600		4,697,369
TOTAL JAPAN			629,955,896
Korea (South) - 0.4%
Doosan Heavy Industries & Construction Co. Ltd.	64,150		6,152,180
Samsung Fire & Marine Insurance Co. Ltd.	37,770		7,277,222
TOTAL KOREA (SOUTH)			13,429,402
Luxembourg - 0.3%
SES SA FDR unit	562,747		12,185,949
Malaysia - 0.6%
DiGi.com BHD	1,196,100		7,968,226
Gamuda BHD	5,982,300		13,948,592
TOTAL MALAYSIA			21,916,818
Netherlands - 4.0%
ABN-AMRO Holding NV	306,776		14,087,154
ABN-AMRO Holding NV sponsored ADR	320,440		14,714,605
Arcelor Mittal	71,400		4,455,360
Arcelor Mittal Class A (d)	206,000		12,983,735
Heineken NV (Bearer)	202,900		11,869,650
ING Groep NV (Certificaten Van Aandelen)	82,624		3,632,977
Koninklijke Ahold NV sponsored ADR (a)	1,164,200		14,575,784
Koninklijke Numico NV	219,500		11,446,157
Koninklijke Philips Electronics NV (NY Shares)	640,500		27,105,960
SBM Offshore NV	516,900		19,797,901
TNT NV	204,400		9,247,907
TOTAL NETHERLANDS			143,917,190
Norway - 1.3%
Acta Holding ASA	1,444,500		7,593,349
Aker Kvaerner ASA	712,400		18,120,464
Marine Harvest ASA (a)	5,198,000		5,658,814
Schibsted ASA (B Shares)	151,500		6,936,343
Statoil ASA	264,000		8,214,746
TOTAL NORWAY			46,523,716
Panama - 0.6%
McDermott International, Inc. (a)	251,700		20,921,304
Portugal - 0.2%
Energias de Portugal SA	1,342,900		7,433,497
South Africa - 0.6%
Growthpoint Properties Ltd.	3,662,800		7,696,047
Impala Platinum Holdings Ltd.	195,400		5,971,815
JSE Ltd.	786,800		8,894,861
TOTAL SOUTH AFRICA			22,562,723

	Shares		Value
Spain - 1.6%
Altadis SA (Spain)	164,500		$ 10,953,608
Banco Santander Central Hispano SA	861,600		15,836,208
Telefonica SA	1,359,680		30,257,412
TOTAL SPAIN			57,047,228
Sweden - 1.9%
Scania AB (B Shares)	922,100		22,650,057
Skandinaviska Enskilda Banken AB (A Shares)	354,600		11,509,957
Svenska Cellulosa AB (SCA) (B Shares)	510,900		8,590,447
Swedish Match Co.	712,800		13,809,106
Telefonaktiebolaget LM Ericsson (B Shares) sponsored ADR	298,900		11,923,121
TOTAL SWEDEN			68,482,688
Switzerland - 6.2%
ABB Ltd.:
(Reg.)	2,148,790		48,900,100
sponsored ADR	1,015,900		22,959,340
Actelion Ltd. (Reg.) (a)	100,260		4,485,273
Compagnie Financiere Richemont unit	282,272		16,983,458
Credit Suisse Group (Reg.)	55,387		3,930,262
EFG International	177,230		8,182,525
Nestle SA (Reg.)	66,014		25,256,956
Nobel Biocare Holding AG (Switzerland)	28,316		9,283,364
Phonak Holding AG	82,458		7,425,000
Roche Holding AG (participation certificate)	248,861		44,272,372
Schindler Holding AG (Reg.)	106,251		7,175,596
Societe Generale de Surveillance Holding SA (SGS) (Reg.)	15,375		18,274,804
UBS AG (Reg.)	119,804		7,189,438
TOTAL SWITZERLAND			224,318,488
Taiwan - 0.3%
PixArt Imaging, Inc.	416,000		6,238,729
Shin Kong Financial Holding Co. Ltd.	4,909,000		5,735,163
TOTAL TAIWAN			11,973,892
Thailand - 0.2%
Bangkok Bank Ltd. PCL (For. Reg.)	734,100		2,593,317
Krung Thai Bank Public Co. Ltd.	7,727,000		2,662,554
Siam Commercial Bank PCL (For. Reg.)	1,232,000		2,604,199
TOTAL THAILAND			7,860,070
United Kingdom - 19.9%
Aegis Group PLC	2,734,700		7,550,883
Anglo American PLC:
ADR	187,400		5,498,316
(United Kingdom)	348,800		20,627,524
AstraZeneca PLC (United Kingdom)	203,800		10,899,224
Barclays PLC	818,100		11,410,450
Benfield Group PLC	998,400		6,480,797
BG Group PLC	1,615,700		26,653,462
Common Stocks - continued
	Shares		Value
United Kingdom - continued
BHP Billiton PLC	745,995		$ 20,822,653
BlueBay Asset Management	358,400		3,562,530
BP PLC	4,134,006		49,704,533
BP PLC sponsored ADR	50,700		3,657,498
British Land Co. PLC	261,500		7,036,583
BT Group PLC	273,600		1,821,629
BT Group PLC sponsored ADR	108,500		7,223,930
Burberry Group PLC	675,700		9,321,719
Cadbury Schweppes PLC sponsored ADR	195,500		10,615,650
Climate Exchange PLC (a)	110,500		4,105,058
Clipper Windpower PLC (a)	281,500		4,742,700
Diageo PLC	1,191,200		24,809,718
GlaxoSmithKline PLC	487,400		12,762,569
Gyrus Group PLC (a)	1,486,200		14,094,009
HBOS plc	513,100		10,154,159
HSBC Holdings PLC:
(Hong Kong) (Reg.)	382,000		7,011,228
(United Kingdom) (Reg.)	561,626		10,308,084
sponsored ADR (d)	225,800		20,721,666
Imperial Tobacco Group PLC sponsored ADR	11,400		1,051,422
Informa PLC	571,800		6,401,391
InterContinental Hotel Group PLC	242,469		6,057,061
International Power PLC	2,314,700		19,963,800
Intertek Group PLC	192,300		3,799,791
Investec PLC	948,500		12,247,111
Jardine Lloyd Thompson Group PLC (d)	1,809,273		15,086,868
Man Group plc	3,349,100		40,957,246
Marks & Spencer Group PLC	1,331,500		16,791,371
Mothercare PLC	652,300		5,043,052
Prudential PLC	1,654,700		23,724,814
Reed Elsevier PLC	2,580,000		33,494,505
Reuters Group PLC	1,565,600		19,478,673
Rio Tinto PLC (Reg.)	187,306		14,334,528
Royal Bank of Scotland Group PLC	1,594,500		20,268,125
Royal Dutch Shell PLC:
Class A sponsored ADR	317,800		25,805,360
Class A (United Kingdom)	419,400		17,130,290
Class B	153,800		6,409,615
RPS Group PLC	1,075,400		7,569,085
SSL International PLC	412,400		3,616,903
Taylor Nelson Sofres PLC	3,766,900		17,927,419
Tesco PLC	3,492,000		29,682,000
Vodafone Group PLC	14,903,962		50,122,024
Xstrata PLC	140,400		8,421,465
TOTAL UNITED KINGDOM			716,980,491

	Shares		Value
United States of America - 0.8%
Calgon Carbon Corp. (a)(d)	648,700		$ 7,524,920
Fluor Corp.	54,500		6,069,665
Fuel Tech, Inc. (a)	379,100		12,984,175
Hypercom Corp. (a)	171,800		1,015,338
TOTAL UNITED STATES OF AMERICA			27,594,098
TOTAL COMMON STOCKS (Cost $2,682,050,470)		3,557,122,962
Nonconvertible Preferred Stocks - 0.4%

Germany - 0.4%
Porsche AG (Cost $7,685,783)	6,855		12,264,930
Money Market Funds - 5.7%

Fidelity Cash Central Fund, 5.32% (b)	25,811,817		25,811,817
Fidelity Securities Lending Cash Central Fund, 5.4% (b)(c)	180,897,849		180,897,849
TOTAL MONEY MARKET FUNDS (Cost $206,709,666)		206,709,666
TOTAL INVESTMENT PORTFOLIO - 104.6% (Cost $2,896,445,919)			3,776,097,558
NET OTHER ASSETS - (4.6)%			(165,145,034)
NET ASSETS - 100%		$ 3,610,952,524

Legend

(a) Non-income producing

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

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

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	$ 1,511,592
Fidelity Securities Lending Cash Central Fund	2,854,547
Total	$ 4,366,139

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

VIP Overseas Portfolio

VIP Overseas Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $174,403,486) - See accompanying schedule: Unaffiliated issuers (cost $2,689,736,253)	$ 3,569,387,892
Fidelity Central Funds (cost $206,709,666)	206,709,666
Total Investments (cost $2,896,445,919)		$ 3,776,097,558
Foreign currency held at value (cost $580)		580
Receivable for investments sold		25,290,742
Receivable for fund shares sold		951,339
Dividends receivable		8,173,517
Distributions receivable from Fidelity Central Funds		416,375
Prepaid expenses		6,749
Other receivables		494,144
Total assets		3,811,431,004

Liabilities
Payable for investments purchased
Regular delivery	$ 10,804,988
Delayed delivery	939,189
Payable for fund shares redeemed	4,704,424
Accrued management fee	2,132,136
Distribution fees payable	227,360
Other affiliated payables	343,805
Other payables and accrued expenses	428,729
Collateral on securities loaned, at value	180,897,849
Total liabilities		200,478,480

Net Assets		$ 3,610,952,524
Net Assets consist of:
Paid in capital		$ 2,523,183,680
Undistributed net investment income		40,810,681
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		167,322,843
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		879,635,320
Net Assets		$ 3,610,952,524

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($1,751,739,462 ÷ 70,546,284 shares)		$ 24.83

Service Class: Net Asset Value, offering price and redemption price per share ($381,238,838 ÷ 15,419,884 shares)		$ 24.72

Service Class 2: Net Asset Value, offering price and redemption price per share ($791,795,314 ÷ 32,177,207 shares)		$ 24.61

Initial Class R: Net Asset Value, offering price and redemption price per share ($272,258,907 ÷ 10,984,959 shares)		$ 24.78


Service Class R: Net Asset Value, offering price and redemption price per share ($143,435,107 ÷ 5,808,993 shares)		$ 24.69

Service Class 2R: Net Asset Value, offering price and redemption price per share ($83,288,688 ÷ 3,406,423 shares)		$ 24.45

Investor Class R: Net Asset Value, offering price and redemption price per share ($187,196,208 ÷ 7,557,294 shares)		$ 24.77

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

Semiannual Report

VIP Overseas Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)
Investment Income
Dividends		$ 57,257,458
Interest		10,812
Income from Fidelity Central Funds (including $2,854,547 from security lending)		4,366,139
		61,634,409
Less foreign taxes withheld		(5,727,766)
Total income		55,906,643

Expenses
Management fee	$ 12,116,525
Transfer agent fees	1,233,731
Distribution fees	1,283,611
Accounting and security lending fees	745,085
Custodian fees and expenses	346,981
Independent trustees' compensation	5,195
Appreciation in deferred trustee compensation account	261
Audit	42,467
Legal	14,073
Interest	3,030
Miscellaneous	104,074
Total expenses before reductions	15,895,033
Expense reductions	(598,613)	15,296,420
Net investment income (loss)		40,610,223
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers (net of foreign taxes of $496,271)	181,844,116
Foreign currency transactions	(220,292)
Total net realized gain (loss)		181,623,824
Change in net unrealized appreciation (depreciation) on: Investment securities (net of decrease in deferred foreign taxes of $405,412)	194,281,096
Assets and liabilities in foreign currencies	(31,487)
Total change in net unrealized appreciation (depreciation)		194,249,609
Net gain (loss)		375,873,433
Net increase (decrease) in net assets resulting from operations		$ 416,483,656

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 40,610,223	$ 50,744,506
Net realized gain (loss)	181,623,824	381,220,762
Change in net unrealized appreciation (depreciation)	194,249,609	68,425,980
Net increase (decrease) in net assets resulting from operations	416,483,656	500,391,248
Distributions to shareholders from net investment income	(49,430,723)	(24,249,132)
Distributions to shareholders from net realized gain	(225,173,068)	(17,825,284)
Total distributions	(274,603,791)	(42,074,416)
Share transactions - net increase (decrease)	213,248,175	37,019,715
Redemption fees	68,916	70,975
Total increase (decrease) in net assets	355,196,956	495,407,522

Net Assets
Beginning of period	3,255,755,568	2,760,348,046
End of period (including undistributed net investment income of $40,810,681 and undistributed net investment income of $50,264,705, respectively)	$ 3,610,952,524	$ 3,255,755,568

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

VIP Overseas Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 23.96	$ 20.60	$ 17.51	$ 15.59	$ 10.98	$ 13.88
Income from Investment Operations
Net investment income (loss)^E	.29	.38	.20	.13	.11	.10
Net realized and unrealized gain (loss)	2.62	3.30	3.10	1.97	4.60	(2.90)
Total from investment operations	2.91	3.68	3.30	2.10	4.71	(2.80)
Distributions from net investment income	(.38)	(.19)	(.12)	(.18)	(.10)	(.10)
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.04)	(.32)	(.21)	(.18)	(.10)	(.10)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 24.83	$ 23.96	$ 20.60	$ 17.51	$ 15.59	$ 10.98
Total Return^{B, C, D}	13.06%	18.09%	19.06%	13.57%	43.37%	(20.28)%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.85% ^A	.88%	.89%	.91%	.90%	.90%
Expenses net of fee waivers, if any	.85%^A	.88%	.89%	.91%	.90%	.90%
Expenses net of all reductions	.82%^A	.81%	.82%	.87%	.86%	.86%
Net investment income (loss)	2.46%^A	1.76%	1.11%	.80%	.87%	.79%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,751,739	$ 1,624,901	$ 1,549,179	$ 1,491,485	$ 1,436,137	$ 1,031,489
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 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. ^I Amount represents less than $.01 per share.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 23.86	$ 20.52	$ 17.44	$ 15.53	$ 10.94	$ 13.83
Income from Investment Operations
Net investment income (loss) ^E	.28	.36	.18	.11	.09	.09
Net realized and unrealized gain (loss)	2.60	3.28	3.09	1.97	4.59	(2.89)
Total from investment operations	2.88	3.64	3.27	2.08	4.68	(2.80)
Distributions from net investment income	(.36)	(.17)	(.10)	(.17)	(.09)	(.09)
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.02)	(.30)	(.19)	(.17)	(.09)	(.09)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 24.72	$ 23.86	$ 20.52	$ 17.44	$ 15.53	$ 10.94
Total Return^{B, C, D}	12.96%	17.95%	18.97%	13.49%	43.20%	(20.34)%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.95% ^A	.98%	.99%	1.01%	1.00%	1.00%
Expenses net of fee waivers, if any	.95%^A	.98%	.99%	1.01%	1.00%	1.00%
Expenses net of all reductions	.92%^A	.91%	.92%	.97%	.96%	.96%
Net investment income (loss)	2.36%^A	1.66%	1.02%	.69%	.77%	.69%
Supplemental Data
Net assets, end of period (000 omitted)	$ 381,239	$ 362,060	$ 329,759	$ 322,649	$ 246,632	$ 177,322
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 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. ^I Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 23.75	$ 20.43	$ 17.39	$ 15.50	$ 10.90	$ 13.81
Income from Investment Operations
Net investment income (loss) ^E	.26	.33	.14	.08	.08	.07
Net realized and unrealized gain (loss)	2.59	3.27	3.08	1.97	4.58	(2.88)
Total from investment operations	2.85	3.60	3.22	2.05	4.66	(2.81)
Distributions from net investment income	(.33)	(.15)	(.09)	(.16)	(.06)	(.10)
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(1.99)	(.28)	(.18)	(.16)	(.06)	(.10)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 24.61	$ 23.75	$ 20.43	$ 17.39	$ 15.50	$ 10.90
Total Return ^{B, C, D}	12.90%	17.83%	18.72%	13.31%	43.04%	(20.46)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	1.10% ^A	1.13%	1.14%	1.16%	1.16%	1.16%
Expenses net of fee waivers, if any	1.10%^A	1.13%	1.14%	1.16%	1.16%	1.16%
Expenses net of all reductions	1.07%^A	1.06%	1.07%	1.12%	1.12%	1.12%
Net investment income (loss)	2.21%^A	1.51%	.79%	.54%	.61%	.53%
Supplemental Data
Net assets, end of period (000 omitted)	$ 791,795	$ 703,421	$ 502,801	$ 319,708	$ 140,822	$ 47,824
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^BTotal 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 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. ^I Amount represents less than $.01 per share.

Financial Highlights - Initial Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.92	$ 20.57	$ 17.49	$ 15.57	$ 10.98	$ 14.05
Income from Investment Operations
Net investment income (loss) ^E	.29	.38	.19	.12	.11	.06
Net realized and unrealized gain (loss)	2.61	3.29	3.10	1.98	4.59	(3.13)
Total from investment operations	2.90	3.67	3.29	2.10	4.70	(3.07)
Distributions from net investment income	(.38)	(.19)	(.12)	(.18)	(.11)	-
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.04)	(.32)	(.21)	(.18)	(.11)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 24.78	$ 23.92	$ 20.57	$ 17.49	$ 15.57	$ 10.98
Total Return^{B, C, D}	13.04%	18.08%	19.05%	13.59%	43.32%	(21.85)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.85% ^A	.88%	.89%	.91%	.90%	.91% ^A
Expenses net of fee waivers, if any	.85% ^A	.88%	.89%	.91%	.90%	.91% ^A
Expenses net of all reductions	.82% ^A	.81%	.82%	.87%	.86%	.87% ^A
Net investment income (loss)	2.46% ^A	1.76%	1.08%	.79%	.87%	.79% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 272,259	$ 240,693	$ 184,245	$ 132,064	$ 39,466	$ 15,649
Portfolio turnover rate ^G	67% ^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^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. ^J Amount represents less than $.01 per share.

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

VIP Overseas Portfolio

Financial Highlights - Service Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.83	$ 20.50	$ 17.43	$ 15.52	$ 10.94	$ 14.01
Income from Investment Operations
Net investment income (loss) ^E	.28	.36	.17	.11	.10	.05
Net realized and unrealized gain (loss)	2.60	3.27	3.09	1.97	4.58	(3.12)
Total from investment operations	2.88	3.63	3.26	2.08	4.68	(3.07)
Distributions from net investment income	(.36)	(.17)	(.10)	(.17)	(.10)	-
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.02)	(.30)	(.19)	(.17)	(.10)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 24.69	$ 23.83	$ 20.50	$ 17.43	$ 15.52	$ 10.94
Total Return^{B, C, D}	12.98%	17.95%	18.92%	13.50%	43.25%	(21.91)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.95% ^A	.98%	.99%	1.01%	1.00%	1.01%^A
Expenses net of fee waivers, if any	.95%^A	.98%	.99%	1.01%	1.00%	1.01%^A
Expenses net of all reductions	.91%^A	.91%	.92%	.96%	.96%	.97%^A
Net investment income (loss)	2.36%^A	1.66%	.96%	.70%	.77%	.69%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 143,435	$ 133,934	$ 115,449	$ 86,509	$ 56,141	$ 17,997
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^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. ^J Amount represents less than $.01 per share.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.61	$ 20.32	$ 17.30	$ 15.42	$ 10.90	$ 13.96
Income from Investment Operations
Net investment income (loss) ^E	.26	.32	.14	.08	.08	.04
Net realized and unrealized gain (loss)	2.57	3.26	3.07	1.96	4.55	(3.10)
Total from investment operations	2.83	3.58	3.21	2.04	4.63	(3.06)
Distributions from net investment income	(.33)	(.16)	(.10)	(.16)	(.11)	-
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(1.99)	(.29)	(.19)	(.16)	(.11)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 24.45	$ 23.61	$ 20.32	$ 17.30	$ 15.42	$ 10.90
Total Return^{B, C, D}	12.89%	17.81%	18.74%	13.32%	43.00%	(21.92)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	1.10% ^A	1.13%	1.14%	1.16%	1.15%	1.17%^A
Expenses net of fee waivers, if any	1.10%^A	1.13%	1.14%	1.16%	1.15%	1.17%^A
Expenses net of all reductions	1.06%^A	1.06%	1.07%	1.11%	1.11%	1.14%^A
Net investment income (loss)	2.21%^A	1.51%	.77%	.55%	.62%	.52%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 83,289	$ 68,729	$ 49,373	$ 27,562	$ 7,072	$ 1,616
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^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. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Investor Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.91	$ 20.59	$ 17.69
Income from Investment Operations
Net investment income (loss) ^E	.28	.36	.02
Net realized and unrealized gain (loss)	2.61	3.29	2.88
Total from investment operations	2.89	3.65	2.90
Distributions from net investment income	(.37)	(.20)	-
Distributions from net realized gain	(1.66)	(.13)	-
Total distributions	(2.03)	(.33)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-
Net asset value, end of period	$ 24.77	$ 23.91	$ 20.59
Total Return^{B, C, D}	12.98%	17.94%	16.39%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.97% ^A	1.01%	1.07%^A
Expenses net of fee waivers, if any	.97%^A	1.01%	1.07%^A
Expenses net of all reductions	.93%^A	.93%	1.00%^A
Net investment income (loss)	2.34%^A	1.64%	.23%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 187,196	$ 122,018	$ 29,544
Portfolio turnover rate ^G	67%^A	123%	92%

^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. ^J Amount represents less than $.01 per share.

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

VIP Overseas Portfolio

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

VIP Overseas Portfolio (the Fund) is a fund of Variable Insurance Products Fund (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 may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares, Initial Class R shares, Service Class R shares, Service Class 2R shares, and Investor Class R 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 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.

3. Significant Accounting Policies.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

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

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

Unrealized appreciation	$ 914,006,481
Unrealized depreciation	(45,949,787)
Net unrealized appreciation (depreciation)	$ 868,056,694
Cost for federal income tax purposes	$ 2,908,040,864

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

VIP Overseas Portfolio

4. Operating Policies.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,167,922,171 and $1,121,242,117, 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 .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 annualized management fee rate was .71% of the Fund's average net assets.

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

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	$ 184,910
Service Class 2	935,642
Service Class R	68,896
Service Class 2R	94,163
	$ 1,283,611

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	$ 566,191
Service Class	124,133
Service Class 2	250,830
Initial Class R	84,601
Service Class R	45,373
Service Class 2R	24,814
Investor Class R	137,789
	$ 1,233,731

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

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	$ 5,058,000	5.39%	$ 3,030

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 $3,923 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.

9. Expense Reductions.

10. Other.

At the end of the period, FMR or its affiliates were the owners of record of 15% of the total outstanding shares of the Fund and two otherwise unaffiliated shareholders were the owners of record of 37% of the total outstanding shares of the Fund.

VIP Overseas Portfolio

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ 25,431,971	$ 14,091,669
Service Class	5,409,408	2,672,527
Service Class 2	9,802,828	3,822,324
Initial Class R	3,839,776	1,834,008
Service Class R	1,972,019	1,035,719
Service Class 2R	967,743	404,891
Investor Class R	2,006,978	387,994
Total	$ 49,430,723	$ 24,249,132
From net realized gain
Initial Class	$ 111,097,557	$ 9,796,346
Service Class	25,082,728	2,080,411
Service Class 2	49,162,218	3,312,681
Initial Class R	16,729,732	1,261,487
Service Class R	9,169,613	778,286
Service Class 2R	4,853,334	337,410
Investor Class R	9,077,886	258,663
Total	$ 225,173,068	$ 17,825,284

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	5,229,543	8,304,320	$ 125,210,951	$ 179,677,212
Reinvestment of distributions	6,089,631	1,151,230	136,529,528	23,888,014
Shares redeemed	(8,578,172)	(16,836,811)	(203,711,642)	(368,119,935)
Net increase (decrease)	2,741,002	(7,381,261)	$ 58,028,837	$ (164,554,709)
Service Class
Shares sold	676,533	1,974,850	$ 15,991,368	$ 42,447,696
Reinvestment of distributions	1,364,912	229,833	30,492,136	4,752,938
Shares redeemed	(1,796,920)	(3,102,957)	(41,922,832)	(67,340,790)
Net increase (decrease)	244,525	(898,274)	$ 4,560,672	$ (20,140,156)
Service Class 2
Shares sold	2,617,756	7,511,166	$ 61,815,624	$ 162,864,891
Reinvestment of distributions	2,651,306	346,191	58,965,046	7,135,005
Shares redeemed	(2,714,635)	(2,840,731)	(64,623,521)	(60,833,342)
Net increase (decrease)	2,554,427	5,016,626	$ 56,157,149	$ 109,166,554
Initial Class R
Shares sold	881,664	2,772,603	$ 21,158,596	$ 60,021,525
Reinvestment of distributions	919,102	149,396	20,569,507	3,095,495
Shares redeemed	(876,667)	(1,817,333)	(20,221,140)	(39,551,862)
Net increase (decrease)	924,099	1,104,666	$ 21,506,963	$ 23,565,158
Service Class R
Shares sold	578,478	1,190,213	$ 13,642,280	$ 25,640,889
Reinvestment of distributions	499,401	87,845	11,141,632	1,814,005
Shares redeemed	(889,601)	(1,290,192)	(20,798,542)	(28,107,366)
Net increase (decrease)	188,278	(12,134)	$ 3,985,370	$ (652,472)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

12. Share Transactions - continued

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

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Service Class 2R
Shares sold	467,283	904,989	$ 10,912,316	$ 19,265,401
Reinvestment of distributions	263,397	36,227	5,821,077	742,301
Shares redeemed	(235,639)	(459,435)	(5,553,265)	(9,806,715)
Net increase (decrease)	495,041	481,781	$ 11,180,128	$ 10,200,987
Investor Class R
Shares sold	2,159,373	3,992,909	$ 51,463,803	$ 86,366,168
Reinvestment of distributions	495,302	31,194	11,084,864	646,657
Shares redeemed	(200,577)	(355,662)	(4,719,611)	(7,578,472)
Net increase (decrease)	2,454,098	3,668,441	$ 57,829,056	$ 79,434,353

VIP Overseas Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPOVRS-SANN-0807
1.705696.109

Fidelity® Variable Insurance Products:

Overseas Portfolio - Class R

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

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.

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Overseas Portfolio

VIP Overseas Portfolio

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,130.60	$ 4.49
Hypothetical^A	$ 1,000.00	$ 1,020.58	$ 4.26
Service Class
Actual	$ 1,000.00	$ 1,129.60	$ 5.02
Hypothetical^A	$ 1,000.00	$ 1,020.08	$ 4.76
Service Class 2
Actual	$ 1,000.00	$ 1,129.00	$ 5.81
Hypothetical^A	$ 1,000.00	$ 1,019.34	$ 5.51
Initial Class R
Actual	$ 1,000.00	$ 1,130.40	$ 4.49
Hypothetical^A	$ 1,000.00	$ 1,020.58	$ 4.26
Service Class R
Actual	$ 1,000.00	$ 1,129.80	$ 5.02
Hypothetical^A	$ 1,000.00	$ 1,020.08	$ 4.76
Service Class 2R
Actual	$ 1,000.00	$ 1,128.90	$ 5.81
Hypothetical^A	$ 1,000.00	$ 1,019.34	$ 5.51
Investor Class R
Actual	$ 1,000.00	$ 1,129.80	$ 5.12
Hypothetical^A	$ 1,000.00	$ 1,019.98	$ 4.86

^A 5% return per year before expenses

Semiannual Report

VIP Overseas Portfolio
Shareholder Expense Example - continued

	Annualized Expense Ratio
Initial Class	.85%
Service Class	.95%
Service Class 2	1.10%
Initial Class R	.85%
Service Class R	.95%
Service Class 2R	1.10%
Investor Class R	.97%

VIP Overseas Portfolio

VIP Overseas Portfolio

Investment Changes

Geographic Diversification (% of fund's net assets)
As of June 30, 2007
	United Kingdom	19.9%
	Japan	17.4%
	France	13.1%
	Germany	12.7%
	Switzerland	6.2%
	Australia	6.1%
	Netherlands	4.0%
	Italy	3.5%
	United States of America	1.9%
	Other	15.2%

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


As of December 31, 2006
	United Kingdom	21.1%
	Japan	16.4%
	France	12.2%
	Germany	10.1%
	Switzerland	8.6%
	Australia	4.8%
	United States of America	4.0%
	Italy	3.6%
	Spain	3.3%
	Other	15.9%

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

Asset Allocation
	% of fund's net assets	% of fund's net assets 6 months ago
Stocks	98.9	96.7
Short-Term Investments and Net Other Assets	1.1	3.3
Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Alstom SA (France, Electrical Equipment)	1.8	1.2
Toyota Motor Corp. (Japan, Automobiles)	1.7	2.0
Siemens AG sponsored ADR (Germany, Industrial Conglomerates)	1.7	0.9
Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)	1.4	1.3
BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)	1.4	2.3
ABB Ltd. (Reg.) (Switzerland, Electrical Equipment)	1.4	1.2
E.ON AG (Germany, Electric Utilities)	1.3	1.4
Nintendo Co. Ltd. (Japan, Software)	1.3	1.4
Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)	1.2	1.4
Man Group plc (United Kingdom, Capital Markets)	1.1	0.9
	14.3
Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	26.0	28.7
Industrials	13.8	9.5
Consumer Discretionary	12.6	14.8
Consumer Staples	8.8	8.1
Energy	7.8	8.2
Materials	7.4	4.1
Information Technology	7.0	8.0
Utilities	5.7	4.7
Health Care	5.2	6.0
Telecommunication Services	4.6	4.6

Semiannual Report

VIP Overseas Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.5%
	Shares		Value
Argentina - 0.4%
Cresud S.A.C.I.F. y A. sponsored ADR (d)	599,600		$ 12,825,444
Australia - 6.1%
AMP Ltd.	859,100		7,372,155
Australian Wealth Management Ltd.	2,494,900		5,627,364
Babcock & Brown Japan Property Trust	2,867,800		4,304,199
Babcock & Brown Ltd.	200,800		5,462,209
Babcock & Brown Wind Partners	4,714,700		7,795,768
BHP Billiton Ltd.	855,200		25,549,100
Commonwealth Bank of Australia	412,100		19,306,571
Computershare Ltd.	1,733,600		16,596,369
CSL Ltd.	532,800		39,757,323
Energy Resources of Australia Ltd.	234,200		3,808,954
Gunns Ltd.	1,497,600		4,152,540
Macquarie Bank Ltd.	212,500		15,316,097
National Australia Bank Ltd.	834,500		29,026,338
Rio Tinto Ltd.	79,200		6,634,503
Seek Ltd.	593,800		3,715,924
Silex Systems Ltd. (a)	554,400		5,871,592
Westfield Group:
unit	653,200		11,055,464
unit (e)	56,800		935,336
WorleyParsons Ltd.	236,518		6,818,885
TOTAL AUSTRALIA			219,106,691
Austria - 0.3%
OMV AG	165,800		11,105,245
Belgium - 0.7%
Hamon & Compagnie International SA (a)	73,974		4,475,204
InBev SA	205,800		16,385,903
KBC Groupe SA	26,700		3,614,301
TOTAL BELGIUM			24,475,408
Bermuda - 0.2%
Aquarius Platinum Ltd. (United Kingdom)	174,800		5,489,888
Clear Media Ltd. (a)	249,000		270,680
TOTAL BERMUDA			5,760,568
Brazil - 0.3%
Vivo Participacoes SA (PN) sponsored ADR	1,938,000		9,709,380
British Virgin Islands - 0.1%
Indochina Capital Vietnam Holdings Ltd.	271,800		2,508,714
Canada - 0.7%
Cameco Corp. (d)	531,400		26,937,902
Czech Republic - 0.4%
Ceske Energeticke Zavody AS	286,700		14,784,191
Denmark - 1.5%
Novo Nordisk AS Series B	143,800		15,691,267

	Shares		Value
Novozymes AS Series B	144,000		$ 16,760,630
Vestas Wind Systems AS (a)	357,800		23,685,884
TOTAL DENMARK			56,137,781
Finland - 1.4%
Cargotec Corp. (B Shares)	83,820		5,180,896
Fortum Oyj	216,800		6,804,343
Neste Oil Oyj	287,500		11,334,556
Nokia Corp. sponsored ADR	734,700		20,652,417
UPM-Kymmene Corp. sponsored ADR	248,800		6,110,528
TOTAL FINLAND			50,082,740
France - 13.1%
Alstom SA (d)	385,400		64,793,193
AXA SA	247,415		10,648,742
BNP Paribas SA	212,302		25,388,437
Bouygues SA	173,500		14,603,139
Cap Gemini SA	332,500		24,466,799
Carrefour SA	188,100		13,273,516
CNP Assurances	98,000		12,593,522
Electricite de France	186,600		20,274,268
France Telecom SA	106,661		2,931,044
Gaz de France (d)	141,600		7,184,638
Groupe Danone (d)	233,600		18,975,577
L'Air Liquide SA	148,580		19,594,031
L'Oreal SA	170,595		20,087,561
Michelin SA (Compagnie Generale des Etablissements) Series B	89,300		12,551,168
Neopost SA	49,500		7,269,443
Pinault Printemps-Redoute SA	81,600		14,308,275
Remy Cointreau SA	109,300		8,202,531
Renault SA	81,900		13,213,649
Societe Generale Series A	134,610		24,768,240
Sodexho Alliance SA	118,200		8,502,505
Suez SA (France)	345,500		19,868,311
Total SA:
Series B	266,400		21,573,072
sponsored ADR	47,400		3,838,452
Veolia Environnement	473,600		37,195,503
Veolia Environnement rights 6/27/07 (a)	459,800		647,963
Vinci SA	364,800		27,391,603
Vivendi Universal SA	447,100		19,308,905
TOTAL FRANCE			473,454,087
Germany - 12.3%
Aareal Bank AG	169,511		8,855,465
Allianz AG (Reg.)	122,300		28,459,210
BASF AG	34,500		4,509,495
Bayer AG	285,700		21,513,210
Bayerische Motoren Werke AG (BMW)	182,200		11,838,761
Beiersdorf AG	306,100		21,890,330
Commerzbank AG	447,200		21,479,985
DaimlerChrysler AG	146,900		13,507,455
DaimlerChrysler AG (Reg.)	158,400		14,564,880
Common Stocks - continued
	Shares		Value
Germany - continued
Deutsche Boerse AG	138,800		$ 15,732,598
Deutsche Postbank AG	101,500		8,938,672
Deutsche Telekom AG sponsored ADR (d)	148,200		2,728,362
Deutz AG (a)	337,063		4,388,462
E.ON AG	287,644		48,013,536
ESCADA AG (a)	241,821		10,620,254
GFK AG	111,269		5,493,577
Henkel KGaA	282,177		13,515,383
Hochtief AG	37,000		4,040,616
IVG Immobilien AG	68,700		2,689,870
Lanxess AG	244,300		13,681,702
MAN AG	63,400		9,160,602
Metro AG	183,400		15,260,170
MLP AG	980,300		18,906,017
MPC Muenchmeyer Petersen Capital AG (d)	50,800		5,214,894
Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)	49,700		9,160,681
Q-Cells AG	89,000		7,731,852
SAP AG sponsored ADR (d)	93,000		4,749,510
SGL Carbon AG (a)	559,300		23,276,416
Siemens AG sponsored ADR	430,400		61,573,024
Wincor Nixdorf AG	152,600		14,209,184
TOTAL GERMANY			445,704,173
Hong Kong - 0.5%
China Overseas Land & Investment Ltd.	3,416,000		5,329,855
China Unicom Ltd.	6,226,000		10,727,398
Dynasty Fine Wines Group Ltd.	8,168,000		3,332,300
TOTAL HONG KONG			19,389,553
India - 0.1%
IVRCL Infrastructures & Projects Ltd.	340,000		3,017,002
Power Finance Corp. Ltd.	11,522		42,051
TOTAL INDIA			3,059,053
Ireland - 0.6%
Allied Irish Banks PLC	432,200		11,876,856
Irish Life & Permanent PLC	399,400		10,102,841
TOTAL IRELAND			21,979,697
Italy - 3.5%
Alleanza Assicurazioni SpA (d)	899,500		11,784,270
Assicurazioni Generali SpA	376,200		15,152,277
Azimut Holdings SpA	518,100		8,913,610
Edison SpA	2,366,800		7,636,493
ENI SpA (d)	698,686		25,274,966
Intesa Sanpaolo SpA	1,556,700		11,650,813
Lottomatica SpA	155,800		6,222,470
Mariella Burani Fashion Group SpA	105,600		3,698,745

	Shares		Value
Unicredito Italiano SpA (d)	2,840,000		$ 25,479,596
Unione di Banche Italiane Scpa	438,500		11,185,645
TOTAL ITALY			126,998,885
Japan - 17.4%
Canon, Inc.	555,000		32,545,199
Chugai Pharmaceutical Co. Ltd.	324,900		5,843,240
Daiwa Securities Group, Inc.	1,038,000		11,066,044
Fujifilm Holdings Corp.	294,000		13,118,279
Honda Motor Co. Ltd.	97,400		3,534,646
Ibiden Co. Ltd.	150,600		9,733,485
Japan Tobacco, Inc.	2,097		10,352,192
KDDI Corp.	1,275		9,451,729
Kinden Corp.	661,000		5,742,692
Konica Minolta Holdings, Inc.	646,500		9,548,420
Matsui Securities Co. Ltd. (d)	659,000		5,901,892
Millea Holdings, Inc.	329,580		13,540,717
Mitsubishi Estate Co. Ltd.	863,000		23,473,935
Mitsubishi UFJ Financial Group, Inc.	1,175		12,948,499
Mitsui & Co. Ltd.	384,000		7,654,433
Mitsui Fudosan Co. Ltd.	484,000		13,597,271
Mizuho Financial Group, Inc.	5,147		35,647,863
Murata Manufacturing Co. Ltd.	162,100		12,227,257
Nafco Co. Ltd.	147,900		4,287,130
Namco Bandai Holdings, Inc.	334,100		5,278,975
NGK Insulators Ltd.	227,000		5,584,686
Nidec Corp. (d)	152,100		8,941,247
Nintendo Co. Ltd.	130,800		47,977,438
Nippon Steel Corp.	1,308,000		9,218,447
Nomura Holdings, Inc.	939,300		18,241,205
NSK Ltd.	1,575,000		16,317,797
NTT DoCoMo, Inc.	11,822		18,678,759
Organo Corp.	291,000		5,812,439
ORIX Corp.	70,730		18,635,827
Point, Inc. (d)	125,450		7,445,920
SHIMIZU Corp.	962,000		5,584,849
Sompo Japan Insurance, Inc.	517,000		6,334,467
Sony Corp.	98,600		5,065,082
Sony Corp. sponsored ADR	104,300		5,357,891
Stanley Electric Co. Ltd.	351,500		7,648,749
Sumco Corp.	209,600		10,534,459
Sumitomo Forestry Co. Ltd.	581,000		5,627,907
Sumitomo Metal Industries Ltd.	1,829,000		10,781,536
Sumitomo Mitsui Financial Group, Inc.	1,654		15,444,137
Sumitomo Trust & Banking Co. Ltd.	1,511,600		14,421,321
T&D Holdings, Inc.	368,850		24,947,389
Takeda Pharamaceutical Co. Ltd.	299,100		19,331,243
Tokuyama Corp.	565,000		7,367,570
Tokyo Electric Power Co.	115,000		3,697,629
Toyota Motor Corp.	987,700		62,165,836
USS Co. Ltd.	128,860		8,213,308
Yahoo! Japan Corp.	17,317		5,884,349
Common Stocks - continued
	Shares		Value
Japan - continued
Yamaguchi Financial Group, Inc.	369,000		$ 4,503,142
Yamaha Motor Co. Ltd.	161,600		4,697,369
TOTAL JAPAN			629,955,896
Korea (South) - 0.4%
Doosan Heavy Industries & Construction Co. Ltd.	64,150		6,152,180
Samsung Fire & Marine Insurance Co. Ltd.	37,770		7,277,222
TOTAL KOREA (SOUTH)			13,429,402
Luxembourg - 0.3%
SES SA FDR unit	562,747		12,185,949
Malaysia - 0.6%
DiGi.com BHD	1,196,100		7,968,226
Gamuda BHD	5,982,300		13,948,592
TOTAL MALAYSIA			21,916,818
Netherlands - 4.0%
ABN-AMRO Holding NV	306,776		14,087,154
ABN-AMRO Holding NV sponsored ADR	320,440		14,714,605
Arcelor Mittal	71,400		4,455,360
Arcelor Mittal Class A (d)	206,000		12,983,735
Heineken NV (Bearer)	202,900		11,869,650
ING Groep NV (Certificaten Van Aandelen)	82,624		3,632,977
Koninklijke Ahold NV sponsored ADR (a)	1,164,200		14,575,784
Koninklijke Numico NV	219,500		11,446,157
Koninklijke Philips Electronics NV (NY Shares)	640,500		27,105,960
SBM Offshore NV	516,900		19,797,901
TNT NV	204,400		9,247,907
TOTAL NETHERLANDS			143,917,190
Norway - 1.3%
Acta Holding ASA	1,444,500		7,593,349
Aker Kvaerner ASA	712,400		18,120,464
Marine Harvest ASA (a)	5,198,000		5,658,814
Schibsted ASA (B Shares)	151,500		6,936,343
Statoil ASA	264,000		8,214,746
TOTAL NORWAY			46,523,716
Panama - 0.6%
McDermott International, Inc. (a)	251,700		20,921,304
Portugal - 0.2%
Energias de Portugal SA	1,342,900		7,433,497
South Africa - 0.6%
Growthpoint Properties Ltd.	3,662,800		7,696,047
Impala Platinum Holdings Ltd.	195,400		5,971,815
JSE Ltd.	786,800		8,894,861
TOTAL SOUTH AFRICA			22,562,723

	Shares		Value
Spain - 1.6%
Altadis SA (Spain)	164,500		$ 10,953,608
Banco Santander Central Hispano SA	861,600		15,836,208
Telefonica SA	1,359,680		30,257,412
TOTAL SPAIN			57,047,228
Sweden - 1.9%
Scania AB (B Shares)	922,100		22,650,057
Skandinaviska Enskilda Banken AB (A Shares)	354,600		11,509,957
Svenska Cellulosa AB (SCA) (B Shares)	510,900		8,590,447
Swedish Match Co.	712,800		13,809,106
Telefonaktiebolaget LM Ericsson (B Shares) sponsored ADR	298,900		11,923,121
TOTAL SWEDEN			68,482,688
Switzerland - 6.2%
ABB Ltd.:
(Reg.)	2,148,790		48,900,100
sponsored ADR	1,015,900		22,959,340
Actelion Ltd. (Reg.) (a)	100,260		4,485,273
Compagnie Financiere Richemont unit	282,272		16,983,458
Credit Suisse Group (Reg.)	55,387		3,930,262
EFG International	177,230		8,182,525
Nestle SA (Reg.)	66,014		25,256,956
Nobel Biocare Holding AG (Switzerland)	28,316		9,283,364
Phonak Holding AG	82,458		7,425,000
Roche Holding AG (participation certificate)	248,861		44,272,372
Schindler Holding AG (Reg.)	106,251		7,175,596
Societe Generale de Surveillance Holding SA (SGS) (Reg.)	15,375		18,274,804
UBS AG (Reg.)	119,804		7,189,438
TOTAL SWITZERLAND			224,318,488
Taiwan - 0.3%
PixArt Imaging, Inc.	416,000		6,238,729
Shin Kong Financial Holding Co. Ltd.	4,909,000		5,735,163
TOTAL TAIWAN			11,973,892
Thailand - 0.2%
Bangkok Bank Ltd. PCL (For. Reg.)	734,100		2,593,317
Krung Thai Bank Public Co. Ltd.	7,727,000		2,662,554
Siam Commercial Bank PCL (For. Reg.)	1,232,000		2,604,199
TOTAL THAILAND			7,860,070
United Kingdom - 19.9%
Aegis Group PLC	2,734,700		7,550,883
Anglo American PLC:
ADR	187,400		5,498,316
(United Kingdom)	348,800		20,627,524
AstraZeneca PLC (United Kingdom)	203,800		10,899,224
Barclays PLC	818,100		11,410,450
Benfield Group PLC	998,400		6,480,797
BG Group PLC	1,615,700		26,653,462
Common Stocks - continued
	Shares		Value
United Kingdom - continued
BHP Billiton PLC	745,995		$ 20,822,653
BlueBay Asset Management	358,400		3,562,530
BP PLC	4,134,006		49,704,533
BP PLC sponsored ADR	50,700		3,657,498
British Land Co. PLC	261,500		7,036,583
BT Group PLC	273,600		1,821,629
BT Group PLC sponsored ADR	108,500		7,223,930
Burberry Group PLC	675,700		9,321,719
Cadbury Schweppes PLC sponsored ADR	195,500		10,615,650
Climate Exchange PLC (a)	110,500		4,105,058
Clipper Windpower PLC (a)	281,500		4,742,700
Diageo PLC	1,191,200		24,809,718
GlaxoSmithKline PLC	487,400		12,762,569
Gyrus Group PLC (a)	1,486,200		14,094,009
HBOS plc	513,100		10,154,159
HSBC Holdings PLC:
(Hong Kong) (Reg.)	382,000		7,011,228
(United Kingdom) (Reg.)	561,626		10,308,084
sponsored ADR (d)	225,800		20,721,666
Imperial Tobacco Group PLC sponsored ADR	11,400		1,051,422
Informa PLC	571,800		6,401,391
InterContinental Hotel Group PLC	242,469		6,057,061
International Power PLC	2,314,700		19,963,800
Intertek Group PLC	192,300		3,799,791
Investec PLC	948,500		12,247,111
Jardine Lloyd Thompson Group PLC (d)	1,809,273		15,086,868
Man Group plc	3,349,100		40,957,246
Marks & Spencer Group PLC	1,331,500		16,791,371
Mothercare PLC	652,300		5,043,052
Prudential PLC	1,654,700		23,724,814
Reed Elsevier PLC	2,580,000		33,494,505
Reuters Group PLC	1,565,600		19,478,673
Rio Tinto PLC (Reg.)	187,306		14,334,528
Royal Bank of Scotland Group PLC	1,594,500		20,268,125
Royal Dutch Shell PLC:
Class A sponsored ADR	317,800		25,805,360
Class A (United Kingdom)	419,400		17,130,290
Class B	153,800		6,409,615
RPS Group PLC	1,075,400		7,569,085
SSL International PLC	412,400		3,616,903
Taylor Nelson Sofres PLC	3,766,900		17,927,419
Tesco PLC	3,492,000		29,682,000
Vodafone Group PLC	14,903,962		50,122,024
Xstrata PLC	140,400		8,421,465
TOTAL UNITED KINGDOM			716,980,491

	Shares		Value
United States of America - 0.8%
Calgon Carbon Corp. (a)(d)	648,700		$ 7,524,920
Fluor Corp.	54,500		6,069,665
Fuel Tech, Inc. (a)	379,100		12,984,175
Hypercom Corp. (a)	171,800		1,015,338
TOTAL UNITED STATES OF AMERICA			27,594,098
TOTAL COMMON STOCKS (Cost $2,682,050,470)		3,557,122,962
Nonconvertible Preferred Stocks - 0.4%

Germany - 0.4%
Porsche AG (Cost $7,685,783)	6,855		12,264,930
Money Market Funds - 5.7%

Fidelity Cash Central Fund, 5.32% (b)	25,811,817		25,811,817
Fidelity Securities Lending Cash Central Fund, 5.4% (b)(c)	180,897,849		180,897,849
TOTAL MONEY MARKET FUNDS (Cost $206,709,666)		206,709,666
TOTAL INVESTMENT PORTFOLIO - 104.6% (Cost $2,896,445,919)			3,776,097,558
NET OTHER ASSETS - (4.6)%			(165,145,034)
NET ASSETS - 100%		$ 3,610,952,524

Legend

(a) Non-income producing

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

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

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	$ 1,511,592
Fidelity Securities Lending Cash Central Fund	2,854,547
Total	$ 4,366,139

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

VIP Overseas Portfolio

VIP Overseas Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $174,403,486) - See accompanying schedule: Unaffiliated issuers (cost $2,689,736,253)	$ 3,569,387,892
Fidelity Central Funds (cost $206,709,666)	206,709,666
Total Investments (cost $2,896,445,919)		$ 3,776,097,558
Foreign currency held at value (cost $580)		580
Receivable for investments sold		25,290,742
Receivable for fund shares sold		951,339
Dividends receivable		8,173,517
Distributions receivable from Fidelity Central Funds		416,375
Prepaid expenses		6,749
Other receivables		494,144
Total assets		3,811,431,004

Liabilities
Payable for investments purchased
Regular delivery	$ 10,804,988
Delayed delivery	939,189
Payable for fund shares redeemed	4,704,424
Accrued management fee	2,132,136
Distribution fees payable	227,360
Other affiliated payables	343,805
Other payables and accrued expenses	428,729
Collateral on securities loaned, at value	180,897,849
Total liabilities		200,478,480

Net Assets		$ 3,610,952,524
Net Assets consist of:
Paid in capital		$ 2,523,183,680
Undistributed net investment income		40,810,681
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		167,322,843
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		879,635,320
Net Assets		$ 3,610,952,524

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($1,751,739,462 ÷ 70,546,284 shares)		$ 24.83

Service Class: Net Asset Value, offering price and redemption price per share ($381,238,838 ÷ 15,419,884 shares)		$ 24.72

Service Class 2: Net Asset Value, offering price and redemption price per share ($791,795,314 ÷ 32,177,207 shares)		$ 24.61

Initial Class R: Net Asset Value, offering price and redemption price per share ($272,258,907 ÷ 10,984,959 shares)		$ 24.78


Service Class R: Net Asset Value, offering price and redemption price per share ($143,435,107 ÷ 5,808,993 shares)		$ 24.69

Service Class 2R: Net Asset Value, offering price and redemption price per share ($83,288,688 ÷ 3,406,423 shares)		$ 24.45

Investor Class R: Net Asset Value, offering price and redemption price per share ($187,196,208 ÷ 7,557,294 shares)		$ 24.77

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

Semiannual Report

VIP Overseas Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)
Investment Income
Dividends		$ 57,257,458
Interest		10,812
Income from Fidelity Central Funds (including $2,854,547 from security lending)		4,366,139
		61,634,409
Less foreign taxes withheld		(5,727,766)
Total income		55,906,643

Expenses
Management fee	$ 12,116,525
Transfer agent fees	1,233,731
Distribution fees	1,283,611
Accounting and security lending fees	745,085
Custodian fees and expenses	346,981
Independent trustees' compensation	5,195
Appreciation in deferred trustee compensation account	261
Audit	42,467
Legal	14,073
Interest	3,030
Miscellaneous	104,074
Total expenses before reductions	15,895,033
Expense reductions	(598,613)	15,296,420
Net investment income (loss)		40,610,223
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers (net of foreign taxes of $496,271)	181,844,116
Foreign currency transactions	(220,292)
Total net realized gain (loss)		181,623,824
Change in net unrealized appreciation (depreciation) on: Investment securities (net of decrease in deferred foreign taxes of $405,412)	194,281,096
Assets and liabilities in foreign currencies	(31,487)
Total change in net unrealized appreciation (depreciation)		194,249,609
Net gain (loss)		375,873,433
Net increase (decrease) in net assets resulting from operations		$ 416,483,656

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 40,610,223	$ 50,744,506
Net realized gain (loss)	181,623,824	381,220,762
Change in net unrealized appreciation (depreciation)	194,249,609	68,425,980
Net increase (decrease) in net assets resulting from operations	416,483,656	500,391,248
Distributions to shareholders from net investment income	(49,430,723)	(24,249,132)
Distributions to shareholders from net realized gain	(225,173,068)	(17,825,284)
Total distributions	(274,603,791)	(42,074,416)
Share transactions - net increase (decrease)	213,248,175	37,019,715
Redemption fees	68,916	70,975
Total increase (decrease) in net assets	355,196,956	495,407,522

Net Assets
Beginning of period	3,255,755,568	2,760,348,046
End of period (including undistributed net investment income of $40,810,681 and undistributed net investment income of $50,264,705, respectively)	$ 3,610,952,524	$ 3,255,755,568

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

VIP Overseas Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 23.96	$ 20.60	$ 17.51	$ 15.59	$ 10.98	$ 13.88
Income from Investment Operations
Net investment income (loss)^E	.29	.38	.20	.13	.11	.10
Net realized and unrealized gain (loss)	2.62	3.30	3.10	1.97	4.60	(2.90)
Total from investment operations	2.91	3.68	3.30	2.10	4.71	(2.80)
Distributions from net investment income	(.38)	(.19)	(.12)	(.18)	(.10)	(.10)
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.04)	(.32)	(.21)	(.18)	(.10)	(.10)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 24.83	$ 23.96	$ 20.60	$ 17.51	$ 15.59	$ 10.98
Total Return^{B, C, D}	13.06%	18.09%	19.06%	13.57%	43.37%	(20.28)%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.85% ^A	.88%	.89%	.91%	.90%	.90%
Expenses net of fee waivers, if any	.85%^A	.88%	.89%	.91%	.90%	.90%
Expenses net of all reductions	.82%^A	.81%	.82%	.87%	.86%	.86%
Net investment income (loss)	2.46%^A	1.76%	1.11%	.80%	.87%	.79%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,751,739	$ 1,624,901	$ 1,549,179	$ 1,491,485	$ 1,436,137	$ 1,031,489
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 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. ^I Amount represents less than $.01 per share.

Financial Highlights - Service Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 23.86	$ 20.52	$ 17.44	$ 15.53	$ 10.94	$ 13.83
Income from Investment Operations
Net investment income (loss) ^E	.28	.36	.18	.11	.09	.09
Net realized and unrealized gain (loss)	2.60	3.28	3.09	1.97	4.59	(2.89)
Total from investment operations	2.88	3.64	3.27	2.08	4.68	(2.80)
Distributions from net investment income	(.36)	(.17)	(.10)	(.17)	(.09)	(.09)
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.02)	(.30)	(.19)	(.17)	(.09)	(.09)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 24.72	$ 23.86	$ 20.52	$ 17.44	$ 15.53	$ 10.94
Total Return^{B, C, D}	12.96%	17.95%	18.97%	13.49%	43.20%	(20.34)%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.95% ^A	.98%	.99%	1.01%	1.00%	1.00%
Expenses net of fee waivers, if any	.95%^A	.98%	.99%	1.01%	1.00%	1.00%
Expenses net of all reductions	.92%^A	.91%	.92%	.97%	.96%	.96%
Net investment income (loss)	2.36%^A	1.66%	1.02%	.69%	.77%	.69%
Supplemental Data
Net assets, end of period (000 omitted)	$ 381,239	$ 362,060	$ 329,759	$ 322,649	$ 246,632	$ 177,322
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 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. ^I Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 23.75	$ 20.43	$ 17.39	$ 15.50	$ 10.90	$ 13.81
Income from Investment Operations
Net investment income (loss) ^E	.26	.33	.14	.08	.08	.07
Net realized and unrealized gain (loss)	2.59	3.27	3.08	1.97	4.58	(2.88)
Total from investment operations	2.85	3.60	3.22	2.05	4.66	(2.81)
Distributions from net investment income	(.33)	(.15)	(.09)	(.16)	(.06)	(.10)
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(1.99)	(.28)	(.18)	(.16)	(.06)	(.10)
Redemption fees added to paid in capital ^{E, I}	-	-	-	-	-	-
Net asset value, end of period	$ 24.61	$ 23.75	$ 20.43	$ 17.39	$ 15.50	$ 10.90
Total Return ^{B, C, D}	12.90%	17.83%	18.72%	13.31%	43.04%	(20.46)%
Ratios to Average Net Assets ^{F, H}
Expenses before reductions	1.10% ^A	1.13%	1.14%	1.16%	1.16%	1.16%
Expenses net of fee waivers, if any	1.10%^A	1.13%	1.14%	1.16%	1.16%	1.16%
Expenses net of all reductions	1.07%^A	1.06%	1.07%	1.12%	1.12%	1.12%
Net investment income (loss)	2.21%^A	1.51%	.79%	.54%	.61%	.53%
Supplemental Data
Net assets, end of period (000 omitted)	$ 791,795	$ 703,421	$ 502,801	$ 319,708	$ 140,822	$ 47,824
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^BTotal 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 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. ^I Amount represents less than $.01 per share.

Financial Highlights - Initial Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.92	$ 20.57	$ 17.49	$ 15.57	$ 10.98	$ 14.05
Income from Investment Operations
Net investment income (loss) ^E	.29	.38	.19	.12	.11	.06
Net realized and unrealized gain (loss)	2.61	3.29	3.10	1.98	4.59	(3.13)
Total from investment operations	2.90	3.67	3.29	2.10	4.70	(3.07)
Distributions from net investment income	(.38)	(.19)	(.12)	(.18)	(.11)	-
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.04)	(.32)	(.21)	(.18)	(.11)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 24.78	$ 23.92	$ 20.57	$ 17.49	$ 15.57	$ 10.98
Total Return^{B, C, D}	13.04%	18.08%	19.05%	13.59%	43.32%	(21.85)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.85% ^A	.88%	.89%	.91%	.90%	.91% ^A
Expenses net of fee waivers, if any	.85% ^A	.88%	.89%	.91%	.90%	.91% ^A
Expenses net of all reductions	.82% ^A	.81%	.82%	.87%	.86%	.87% ^A
Net investment income (loss)	2.46% ^A	1.76%	1.08%	.79%	.87%	.79% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 272,259	$ 240,693	$ 184,245	$ 132,064	$ 39,466	$ 15,649
Portfolio turnover rate ^G	67% ^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^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. ^J Amount represents less than $.01 per share.

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

VIP Overseas Portfolio

Financial Highlights - Service Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.83	$ 20.50	$ 17.43	$ 15.52	$ 10.94	$ 14.01
Income from Investment Operations
Net investment income (loss) ^E	.28	.36	.17	.11	.10	.05
Net realized and unrealized gain (loss)	2.60	3.27	3.09	1.97	4.58	(3.12)
Total from investment operations	2.88	3.63	3.26	2.08	4.68	(3.07)
Distributions from net investment income	(.36)	(.17)	(.10)	(.17)	(.10)	-
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(2.02)	(.30)	(.19)	(.17)	(.10)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 24.69	$ 23.83	$ 20.50	$ 17.43	$ 15.52	$ 10.94
Total Return^{B, C, D}	12.98%	17.95%	18.92%	13.50%	43.25%	(21.91)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.95% ^A	.98%	.99%	1.01%	1.00%	1.01%^A
Expenses net of fee waivers, if any	.95%^A	.98%	.99%	1.01%	1.00%	1.01%^A
Expenses net of all reductions	.91%^A	.91%	.92%	.96%	.96%	.97%^A
Net investment income (loss)	2.36%^A	1.66%	.96%	.70%	.77%	.69%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 143,435	$ 133,934	$ 115,449	$ 86,509	$ 56,141	$ 17,997
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^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. ^J Amount represents less than $.01 per share.

Financial Highlights - Service Class 2R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.61	$ 20.32	$ 17.30	$ 15.42	$ 10.90	$ 13.96
Income from Investment Operations
Net investment income (loss) ^E	.26	.32	.14	.08	.08	.04
Net realized and unrealized gain (loss)	2.57	3.26	3.07	1.96	4.55	(3.10)
Total from investment operations	2.83	3.58	3.21	2.04	4.63	(3.06)
Distributions from net investment income	(.33)	(.16)	(.10)	(.16)	(.11)	-
Distributions from net realized gain	(1.66)	(.13)	(.09)	-	-	-
Total distributions	(1.99)	(.29)	(.19)	(.16)	(.11)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-	-	-	-
Net asset value, end of period	$ 24.45	$ 23.61	$ 20.32	$ 17.30	$ 15.42	$ 10.90
Total Return^{B, C, D}	12.89%	17.81%	18.74%	13.32%	43.00%	(21.92)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	1.10% ^A	1.13%	1.14%	1.16%	1.15%	1.17%^A
Expenses net of fee waivers, if any	1.10%^A	1.13%	1.14%	1.16%	1.15%	1.17%^A
Expenses net of all reductions	1.06%^A	1.06%	1.07%	1.11%	1.11%	1.14%^A
Net investment income (loss)	2.21%^A	1.51%	.77%	.55%	.62%	.52%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 83,289	$ 68,729	$ 49,373	$ 27,562	$ 7,072	$ 1,616
Portfolio turnover rate ^G	67%^A	123%	92%	84%	99%	77%
^A Annualized ^B Total returns for periods of less than one year are not annualized. ^C Total returns do not reflect charges attributable to your insurance company's separate account. Inclusion of these charges would reduce the total returns shown. ^D Total returns would have been lower had certain expenses not been reduced during the periods shown. ^E Calculated based on average shares outstanding during the period. ^F 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 April 24, 2002 (commencement of sale of shares) to December 31, 2002. ^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. ^J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Investor Class R

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005 ^H
Selected Per-Share Data
Net asset value, beginning of period	$ 23.91	$ 20.59	$ 17.69
Income from Investment Operations
Net investment income (loss) ^E	.28	.36	.02
Net realized and unrealized gain (loss)	2.61	3.29	2.88
Total from investment operations	2.89	3.65	2.90
Distributions from net investment income	(.37)	(.20)	-
Distributions from net realized gain	(1.66)	(.13)	-
Total distributions	(2.03)	(.33)	-
Redemption fees added to paid in capital ^{E, J}	-	-	-
Net asset value, end of period	$ 24.77	$ 23.91	$ 20.59
Total Return^{B, C, D}	12.98%	17.94%	16.39%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.97% ^A	1.01%	1.07%^A
Expenses net of fee waivers, if any	.97%^A	1.01%	1.07%^A
Expenses net of all reductions	.93%^A	.93%	1.00%^A
Net investment income (loss)	2.34%^A	1.64%	.23%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 187,196	$ 122,018	$ 29,544
Portfolio turnover rate ^G	67%^A	123%	92%

^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. ^J Amount represents less than $.01 per share.

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

VIP Overseas Portfolio

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

2. Investments in Fidelity Central Funds.

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

3. Significant Accounting Policies.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

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

Unrealized appreciation	$ 914,006,481
Unrealized depreciation	(45,949,787)
Net unrealized appreciation (depreciation)	$ 868,056,694
Cost for federal income tax purposes	$ 2,908,040,864

VIP Overseas Portfolio

4. Operating Policies.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,167,922,171 and $1,121,242,117, 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 .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 annualized management fee rate was .71% of the Fund's average net assets.

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

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	$ 184,910
Service Class 2	935,642
Service Class R	68,896
Service Class 2R	94,163
	$ 1,283,611

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	$ 566,191
Service Class	124,133
Service Class 2	250,830
Initial Class R	84,601
Service Class R	45,373
Service Class 2R	24,814
Investor Class R	137,789
	$ 1,233,731

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

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	$ 5,058,000	5.39%	$ 3,030

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 $3,923 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.

9. Expense Reductions.

10. Other.

VIP Overseas Portfolio

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ 25,431,971	$ 14,091,669
Service Class	5,409,408	2,672,527
Service Class 2	9,802,828	3,822,324
Initial Class R	3,839,776	1,834,008
Service Class R	1,972,019	1,035,719
Service Class 2R	967,743	404,891
Investor Class R	2,006,978	387,994
Total	$ 49,430,723	$ 24,249,132
From net realized gain
Initial Class	$ 111,097,557	$ 9,796,346
Service Class	25,082,728	2,080,411
Service Class 2	49,162,218	3,312,681
Initial Class R	16,729,732	1,261,487
Service Class R	9,169,613	778,286
Service Class 2R	4,853,334	337,410
Investor Class R	9,077,886	258,663
Total	$ 225,173,068	$ 17,825,284

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	5,229,543	8,304,320	$ 125,210,951	$ 179,677,212
Reinvestment of distributions	6,089,631	1,151,230	136,529,528	23,888,014
Shares redeemed	(8,578,172)	(16,836,811)	(203,711,642)	(368,119,935)
Net increase (decrease)	2,741,002	(7,381,261)	$ 58,028,837	$ (164,554,709)
Service Class
Shares sold	676,533	1,974,850	$ 15,991,368	$ 42,447,696
Reinvestment of distributions	1,364,912	229,833	30,492,136	4,752,938
Shares redeemed	(1,796,920)	(3,102,957)	(41,922,832)	(67,340,790)
Net increase (decrease)	244,525	(898,274)	$ 4,560,672	$ (20,140,156)
Service Class 2
Shares sold	2,617,756	7,511,166	$ 61,815,624	$ 162,864,891
Reinvestment of distributions	2,651,306	346,191	58,965,046	7,135,005
Shares redeemed	(2,714,635)	(2,840,731)	(64,623,521)	(60,833,342)
Net increase (decrease)	2,554,427	5,016,626	$ 56,157,149	$ 109,166,554
Initial Class R
Shares sold	881,664	2,772,603	$ 21,158,596	$ 60,021,525
Reinvestment of distributions	919,102	149,396	20,569,507	3,095,495
Shares redeemed	(876,667)	(1,817,333)	(20,221,140)	(39,551,862)
Net increase (decrease)	924,099	1,104,666	$ 21,506,963	$ 23,565,158
Service Class R
Shares sold	578,478	1,190,213	$ 13,642,280	$ 25,640,889
Reinvestment of distributions	499,401	87,845	11,141,632	1,814,005
Shares redeemed	(889,601)	(1,290,192)	(20,798,542)	(28,107,366)
Net increase (decrease)	188,278	(12,134)	$ 3,985,370	$ (652,472)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

12. Share Transactions - continued

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

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Service Class 2R
Shares sold	467,283	904,989	$ 10,912,316	$ 19,265,401
Reinvestment of distributions	263,397	36,227	5,821,077	742,301
Shares redeemed	(235,639)	(459,435)	(5,553,265)	(9,806,715)
Net increase (decrease)	495,041	481,781	$ 11,180,128	$ 10,200,987
Investor Class R
Shares sold	2,159,373	3,992,909	$ 51,463,803	$ 86,366,168
Reinvestment of distributions	495,302	31,194	11,084,864	646,657
Shares redeemed	(200,577)	(355,662)	(4,719,611)	(7,578,472)
Net increase (decrease)	2,454,098	3,668,441	$ 57,829,056	$ 79,434,353

VIP Overseas Portfolio

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPOVRSR-SANN-0807
1.774855.105

Fidelity® Variable Insurance Products:
Value Portfolio

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

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.

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

VIP Value Portfolio

VIP Value Portfolio

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value January 1, 2007	Ending Account Value June 30, 2007	Expenses Paid During Period* January 1, 2007 to June 30, 2007
Initial Class
Actual	$ 1,000.00	$ 1,112.60	$ 4.24
Hypothetical^A	$ 1,000.00	$ 1,020.78	$ 4.06
Service Class
Actual	$ 1,000.00	$ 1,111.50	$ 4.71
Hypothetical^A	$ 1,000.00	$ 1,020.33	$ 4.51
Service Class 2
Actual	$ 1,000.00	$ 1,111.60	$ 5.60
Hypothetical^A	$ 1,000.00	$ 1,019.49	$ 5.36
Investor Class
Actual	$ 1,000.00	$ 1,112.10	$ 4.82
Hypothetical^A	$ 1,000.00	$ 1,020.23	$ 4.61

^A 5% return per year before expenses

	Annualized Expense Ratio
Initial Class	.81%
Service Class	.90%
Service Class 2	1.07%
Investor Class	.92%

Semiannual Report

VIP Value Portfolio

Investment Changes

Top Ten Stocks as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Owens-Illinois, Inc.	1.3	0.9
Xerox Corp.	1.2	1.5
National Oilwell Varco, Inc.	1.1	0.8
Tyco International Ltd.	1.1	1.3
AT&T, Inc.	1.0	0.5
Agilent Technologies, Inc.	1.0	1.0
Avon Products, Inc.	1.0	1.1
Eastman Kodak Co.	0.9	0.7
The Stanley Works	0.9	0.9
National Semiconductor Corp.	0.9	0.7
	10.4
Top Five Market Sectors as of June 30, 2007
	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	18.7	19.5
Consumer Discretionary	18.1	19.4
Financials	14.1	15.1
Industrials	10.1	7.3
Energy	10.0	7.5

Asset Allocation (% of fund's net assets)
As of June 30, 2007 *			As of December 31, 2006 **
	Stocks 97.3%			Stocks 97.6%
	Bonds 0.0%			Bonds 0.1%
	Short-Term Investments and Net Other Assets 2.7%			Short-Term Investments and Net Other Assets 2.3%
* Foreign investments		8.7%	** Foreign investments		10.3%

VIP Value Portfolio

VIP Value Portfolio

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.2%
	Shares		Value
CONSUMER DISCRETIONARY - 18.1%
Auto Components - 0.2%
Gentex Corp.	13,740		$ 270,541
Automobiles - 1.1%
Ford Motor Co.	7,700		72,534
Monaco Coach Corp.	2,231		32,015
Nissan Motor Co. Ltd.	15,600		167,232
Renault SA	5,500		887,363
Winnebago Industries, Inc.	11,453		338,093
			1,497,237
Diversified Consumer Services - 0.4%
H&R Block, Inc.	20,100		469,737
Service Corp. International	8,400		107,352
			577,089
Hotels, Restaurants & Leisure - 2.6%
Aristocrat Leisure Ltd.	11,642		141,858
Brinker International, Inc.	20,500		600,035
Carnival Corp. unit	17,500		853,475
Gaylord Entertainment Co. (a)	1,900		101,916
Rare Hospitality International, Inc. (a)	12,835		343,593
Royal Caribbean Cruises Ltd.	26,800		1,151,864
WMS Industries, Inc. (a)	12,600		363,636
			3,556,377
Household Durables - 3.0%
Beazer Homes USA, Inc.	900		22,203
Black & Decker Corp.	7,200		635,832
Ethan Allen Interiors, Inc.	9,643		330,273
La-Z-Boy, Inc.	9,900		113,454
Leggett & Platt, Inc.	34,100		751,905
Samson Holding Ltd.	6,000		3,108
Sealy Corp., Inc.	16,800		277,536
The Stanley Works	19,200		1,165,440
Whirlpool Corp.	6,300		700,560
			4,000,311
Leisure Equipment & Products - 2.1%
Brunswick Corp.	30,800		1,005,004
Eastman Kodak Co.	45,700		1,271,831
Polaris Industries, Inc.	11,100		601,176
			2,878,011
Media - 3.3%
Cinemark Holdings, Inc.	11,100		198,579
E.W. Scripps Co. Class A	14,800		676,212
Gannett Co., Inc.	14,100		774,795
Getty Images, Inc. (a)	16,204		774,713
Live Nation, Inc. (a)	10,500		234,990
Martha Stewart Living Omnimedia, Inc. Class A	4,859		83,575
Omnicom Group, Inc.	8,200		433,944
R.H. Donnelley Corp.	10,300		780,534

	Shares		Value
Regal Entertainment Group Class A	16,664		$ 365,442
Time Warner, Inc.	1,300		27,352
Valassis Communications, Inc. (a)	7,954		136,729
			4,486,865
Multiline Retail - 0.8%
Family Dollar Stores, Inc.	23,400		803,088
Retail Ventures, Inc. (a)	6,010		96,941
Sears Holdings Corp. (a)	1,000		169,500
Tuesday Morning Corp.	4,602		56,881
			1,126,410
Specialty Retail - 3.8%
AnnTaylor Stores Corp. (a)	1,300		46,046
AutoNation, Inc. (a)	5,100		114,444
AutoZone, Inc. (a)	1,300		177,606
Best Buy Co., Inc.	6,800		317,356
Circuit City Stores, Inc.	12,100		182,468
Gap, Inc.	36,300		693,330
Group 1 Automotive, Inc.	7,418		299,242
OfficeMax, Inc.	19,600		770,280
PETsMART, Inc.	22,800		739,860
Select Comfort Corp. (a)	9,766		158,405
Staples, Inc.	3,843		91,194
Tiffany & Co., Inc.	15,300		811,818
Williams-Sonoma, Inc.	25,400		802,132
			5,204,181
Textiles, Apparel & Luxury Goods - 0.8%
Liz Claiborne, Inc.	27,236		1,015,903
TOTAL CONSUMER DISCRETIONARY			24,612,925
CONSUMER STAPLES - 4.6%
Beverages - 0.4%
Cott Corp. (a)	18,300		265,588
SABMiller PLC	10,400		264,394
			529,982
Food & Staples Retailing - 1.0%
Rite Aid Corp. (a)	28,600		182,468
Sysco Corp.	30,500		1,006,195
Winn-Dixie Stores, Inc. (a)	7,279		213,275
			1,401,938
Food Products - 1.5%
Bunge Ltd.	7,900		667,550
Chiquita Brands International, Inc.	5,900		111,864
Leroy Seafood Group ASA	5,800		121,464
Marine Harvest ASA (a)	95,000		103,422
Ralcorp Holdings, Inc. (a)	7,703		411,725
Tyson Foods, Inc. Class A	26,200		603,648
			2,019,673
Household Products - 0.2%
Central Garden & Pet Co.	5,200		63,752
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Household Products - continued
Central Garden & Pet Co. Class A (non-vtg.) (a)	4,090		$ 47,976
Colgate-Palmolive Co.	2,900		188,065
			299,793
Personal Products - 1.0%
Avon Products, Inc.	34,800		1,278,900
Prestige Brands Holdings, Inc. (a)	3,500		45,430
			1,324,330
Tobacco - 0.5%
Altria Group, Inc.	7,070		495,890
British American Tobacco PLC	4,400		152,108
			647,998
TOTAL CONSUMER STAPLES			6,223,714
ENERGY - 10.0%
Energy Equipment & Services - 6.5%
Baker Hughes, Inc.	5,500		462,715
Cameron International Corp. (a)	10,600		757,582
ENSCO International, Inc.	5,700		347,757
FMC Technologies, Inc. (a)	10,700		847,654
GlobalSantaFe Corp.	5,500		397,375
Halliburton Co.	15,100		520,950
Hanover Compressor Co. (a)	16,338		389,661
Hornbeck Offshore Services, Inc. (a)	763		29,574
Key Energy Services, Inc. (a)	17,400		322,422
National Oilwell Varco, Inc. (a)	14,800		1,542,752
Noble Corp.	4,000		390,080
Oceaneering International, Inc. (a)	1,880		98,963
Pride International, Inc. (a)	4,400		164,824
Smith International, Inc.	18,400		1,078,976
Superior Energy Services, Inc. (a)	7,700		307,384
Transocean, Inc. (a)	4,900		519,302
Weatherford International Ltd. (a)	10,700		591,068
			8,769,039
Oil, Gas & Consumable Fuels - 3.5%
Arch Coal, Inc.	13,700		476,760
Cabot Oil & Gas Corp.	10,200		376,176
Cheniere Energy Partners LP	2,300		44,850
Copano Energy LLC	3,141		134,026
EOG Resources, Inc.	5,000		365,300
EXCO Resources, Inc. (a)	8,200		143,008
Foundation Coal Holdings, Inc.	14,600		593,344
International Coal Group, Inc. (a)	1,300		7,774
Noble Energy, Inc.	3,800		237,082
Suncor Energy, Inc.	5,300		477,435
Ultra Petroleum Corp. (a)	6,100		336,964

	Shares		Value
Valero Energy Corp.	14,800		$ 1,093,128
Williams Companies, Inc.	16,600		524,892
			4,810,739
TOTAL ENERGY			13,579,778
FINANCIALS - 14.1%
Capital Markets - 1.2%
Ares Capital Corp.	8,882		149,662
Bank of New York Co., Inc.	1,900		78,736
Janus Capital Group, Inc.	2,200		61,248
Legg Mason, Inc.	5,400		531,252
Merrill Lynch & Co., Inc.	4,100		342,678
State Street Corp.	2,310		158,004
TD Ameritrade Holding Corp. (a)	13,300		266,000
			1,587,580
Commercial Banks - 1.8%
Appalachian Bancshares, Inc. (a)	846		14,594
Associated Banc-Corp.	2,551		83,418
Boston Private Financial Holdings, Inc.	4,600		123,602
Colonial Bancgroup, Inc.	3,500		87,395
Commerce Bancorp, Inc.	9,870		365,091
Popular, Inc.	4,600		73,922
U.S. Bancorp, Delaware	3,200		105,440
UCBH Holdings, Inc.	11,704		213,832
UnionBanCal Corp.	5,900		352,230
Wachovia Corp.	12,000		615,000
Zions Bancorp	5,300		407,623
			2,442,147
Consumer Finance - 0.8%
Advance America Cash Advance Centers, Inc.	4,100		72,734
Capital One Financial Corp.	10,800		847,152
Cash America International, Inc.	3,684		146,071
			1,065,957
Diversified Financial Services - 0.7%
Bank of America Corp.	13,220		646,326
JPMorgan Chase & Co.	6,100		295,545
Maiden Holdings Ltd. (c)	4,900		49,000
			990,871
Insurance - 3.3%
AFLAC, Inc.	9,000		462,600
AMBAC Financial Group, Inc.	7,200		627,768
Genworth Financial, Inc. Class A (non-vtg.)	4,400		151,360
Marsh & McLennan Companies, Inc.	24,400		753,472
MBIA, Inc.	11,400		709,308
MetLife, Inc.	3,800		245,024
Montpelier Re Holdings Ltd.	2,000		37,080
National Financial Partners Corp.	5,700		263,967
Prudential Financial, Inc.	4,300		418,089
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Insurance - continued
The Travelers Companies, Inc.	10,300		$ 551,050
Willis Group Holdings Ltd.	7,200		317,232
			4,536,950
Real Estate Investment Trusts - 3.7%
Alexandria Real Estate Equities, Inc.	2,600		251,732
American Campus Communities, Inc.	1,300		36,777
American Financial Realty Trust (SBI)	16,500		170,280
Annaly Capital Management, Inc.	10,800		155,736
BRE Properties, Inc. Class A	4,800		284,592
Developers Diversified Realty Corp.	6,600		347,886
Duke Realty LP	13,100		467,277
Education Realty Trust, Inc.	4,800		67,344
General Growth Properties, Inc.	15,223		806,058
GMH Communities Trust	4,500		43,605
Health Care Property Investors, Inc.	12,800		370,304
Highwoods Properties, Inc. (SBI)	1,600		60,000
Kimco Realty Corp.	7,700		293,139
Public Storage	5,400		414,828
Senior Housing Properties Trust (SBI)	900		18,315
Simon Property Group, Inc.	3,100		288,424
UDR, Inc.	11,600		305,080
Vornado Realty Trust	6,200		681,008
			5,062,385
Thrifts & Mortgage Finance - 2.6%
BankUnited Financial Corp. Class A	500		10,035
Countrywide Financial Corp.	14,100		512,535
Fannie Mae	17,000		1,110,610
Freddie Mac	14,900		904,430
Hudson City Bancorp, Inc.	25,100		306,722
New York Community Bancorp, Inc.	9,000		153,180
People's United Financial, Inc.	13,240		234,745
Radian Group, Inc.	6,848		369,792
			3,602,049
TOTAL FINANCIALS			19,287,939
HEALTH CARE - 8.0%
Biotechnology - 0.7%
Amgen, Inc. (a)	8,600		475,494
Cephalon, Inc. (a)	6,200		498,418
Molecular Insight Pharmaceuticals, Inc.	1,100		10,384
			984,296
Health Care Equipment & Supplies - 1.5%
American Medical Systems Holdings, Inc. (a)	5,100		92,004
Baxter International, Inc.	20,400		1,149,336
Becton, Dickinson & Co.	7,700		573,650
Wright Medical Group, Inc. (a)	9,100		219,492
			2,034,482

	Shares		Value
Health Care Providers & Services - 3.6%
Brookdale Senior Living, Inc.	6,250		$ 284,813
Community Health Systems, Inc. (a)	19,100		772,595
DaVita, Inc. (a)	12,000		646,560
Health Net, Inc. (a)	9,820		518,496
Humana, Inc. (a)	2,879		175,360
McKesson Corp.	14,100		840,924
Medco Health Solutions, Inc. (a)	7,500		584,925
Triad Hospitals, Inc. (a)	5,600		301,056
Universal Health Services, Inc. Class B	13,500		830,250
			4,954,979
Life Sciences Tools & Services - 0.3%
Charles River Laboratories International, Inc. (a)	7,800		402,636
Pharmaceuticals - 1.9%
Alpharma, Inc. Class A	16,800		436,968
Barr Pharmaceuticals, Inc. (a)	3,800		190,874
MGI Pharma, Inc. (a)	21,755		486,659
Schering-Plough Corp.	30,000		913,200
Teva Pharmaceutical Industries Ltd. sponsored ADR	13,000		536,250
			2,563,951
TOTAL HEALTH CARE			10,940,344
INDUSTRIALS - 10.1%
Aerospace & Defense - 0.2%
Honeywell International, Inc.	6,000		337,680
Air Freight & Logistics - 0.6%
United Parcel Service, Inc. Class B	11,800		861,400
Airlines - 0.1%
Southwest Airlines Co.	6,100		90,951
Building Products - 0.7%
Masco Corp.	35,200		1,002,144
Commercial Services & Supplies - 2.3%
ACCO Brands Corp. (a)	4,574		105,431
Allied Waste Industries, Inc. (a)	78,278		1,053,622
Cintas Corp.	16,208		639,081
Equifax, Inc.	4,339		192,738
The Brink's Co.	18,700		1,157,343
			3,148,215
Construction & Engineering - 1.0%
Fluor Corp.	9,400		1,046,878
Washington Group International, Inc. (a)	3,577		286,196
			1,333,074
Industrial Conglomerates - 1.1%
Tyco International Ltd.	44,100		1,490,139
Machinery - 2.5%
Albany International Corp. Class A	3,200		129,408
Briggs & Stratton Corp.	15,200		479,712
Bucyrus International, Inc. Class A	4,200		297,276
Deere & Co.	6,800		821,032
Common Stocks - continued
	Shares		Value
INDUSTRIALS - continued
Machinery - continued
Illinois Tool Works, Inc.	16,000		$ 867,040
Pentair, Inc.	17,300		667,261
Wabash National Corp.	7,900		115,577
			3,377,306
Road & Rail - 1.2%
Canadian National Railway Co.	5,300		269,664
Con-way, Inc.	8,900		447,136
CSX Corp.	1,000		45,080
Laidlaw International, Inc.	25,900		894,845
Ryder System, Inc.	600		32,280
			1,689,005
Trading Companies & Distributors - 0.2%
Beacon Roofing Supply, Inc. (a)	4,476		76,047
Williams Scotsman International, Inc. (a)	7,755		184,647
			260,694
Transportation Infrastructure - 0.2%
Macquarie Infrastructure Co. LLC	5,300		219,844
TOTAL INDUSTRIALS			13,810,452
INFORMATION TECHNOLOGY - 18.7%
Communications Equipment - 2.3%
Alcatel-Lucent SA sponsored ADR	48,821		683,494
Andrew Corp. (a)	17,900		258,476
Avocent Corp. (a)	14,129		409,882
Dycom Industries, Inc. (a)	23,500		704,530
Motorola, Inc.	35,900		635,430
Nortel Networks Corp. (a)	14,010		337,739
Powerwave Technologies, Inc. (a)	17,600		117,920
			3,147,471
Computers & Peripherals - 2.8%
Diebold, Inc.	7,800		407,160
Imation Corp.	3,600		132,696
Intermec, Inc. (a)	35,261		892,456
NCR Corp. (a)	4,800		252,192
Network Appliance, Inc. (a)	17,285		504,722
SanDisk Corp. (a)	9,600		469,824
Seagate Technology	42,100		916,517
Sun Microsystems, Inc. (a)	36,700		193,042
			3,768,609
Electronic Equipment & Instruments - 4.5%
Agilent Technologies, Inc. (a)	34,700		1,333,868
Arrow Electronics, Inc. (a)	17,700		680,211
Avnet, Inc. (a)	26,479		1,049,628
CDW Corp.	4,700		399,359
Flextronics International Ltd. (a)	98,700		1,065,960
Ingram Micro, Inc. Class A (a)	13,600		295,256
Itron, Inc. (a)	3,000		233,820
Jabil Circuit, Inc.	20,065		442,835

	Shares		Value
Molex, Inc.	20,300		$ 609,203
Tektronix, Inc.	1,300		43,862
			6,154,002
Internet Software & Services - 1.0%
Open Text Corp. (a)	1,100		24,101
ValueClick, Inc. (a)	10,100		297,546
VeriSign, Inc. (a)	11,500		364,895
Yahoo!, Inc. (a)	25,300		686,389
			1,372,931
IT Services - 1.2%
Mastercard, Inc. Class A	1,718		284,965
Perot Systems Corp. Class A (a)	12,142		206,900
Satyam Computer Services Ltd. sponsored ADR	9,800		242,648
The Western Union Co.	24,000		499,920
Unisys Corp. (a)	38,100		348,234
			1,582,667
Office Electronics - 1.2%
Xerox Corp. (a)	89,800		1,659,504
Semiconductors & Semiconductor Equipment - 4.5%
Advanced Micro Devices, Inc. (a)	31,700		453,310
Applied Materials, Inc.	34,500		685,515
ASML Holding NV (NY Shares) (a)	27,300		749,385
Atmel Corp. (a)	22,000		122,320
Fairchild Semiconductor International, Inc. (a)	50,900		983,388
Integrated Device Technology, Inc. (a)	22,700		346,629
Intersil Corp. Class A	22,800		717,288
LSI Corp. (a)	18,100		135,931
Maxim Integrated Products, Inc.	9,200		307,372
MKS Instruments, Inc. (a)	9,600		265,920
National Semiconductor Corp.	41,100		1,161,897
Standard Microsystems Corp. (a)	7,654		262,838
			6,191,793
Software - 1.2%
Electronic Arts, Inc. (a)	10,794		510,772
Fair Isaac Corp.	7,300		292,876
Parametric Technology Corp. (a)	7,400		159,914
Quest Software, Inc. (a)	10,145		164,248
Symantec Corp. (a)	25,700		519,140
			1,646,950
TOTAL INFORMATION TECHNOLOGY			25,523,927
MATERIALS - 3.6%
Chemicals - 1.6%
Arkema sponsored ADR (a)	900		58,500
Celanese Corp. Class A	14,300		554,554
Chemtura Corp.	64,200		713,262
Cytec Industries, Inc.	3,800		242,326
Georgia Gulf Corp.	1,900		34,409
Common Stocks - continued
	Shares		Value
MATERIALS - continued
Chemicals - continued
H.B. Fuller Co.	9,100		$ 271,999
Lubrizol Corp.	3,533		228,055
			2,103,105
Containers & Packaging - 1.3%
Owens-Illinois, Inc.	52,100		1,823,499
Metals & Mining - 0.7%
Alcan, Inc.	700		57,104
Alcoa, Inc.	14,000		567,420
Arcelor Mittal	1,200		74,880
Compass Minerals International, Inc.	6,143		212,916
Titanium Metals Corp.	3,100		98,890
			1,011,210
TOTAL MATERIALS			4,937,814
TELECOMMUNICATION SERVICES - 2.8%
Diversified Telecommunication Services - 1.8%
AT&T, Inc.	33,715		1,399,173
Cbeyond, Inc. (a)	1,300		50,063
NeuStar, Inc. Class A (a)	3,800		110,086
Telenor ASA sponsored ADR	4,600		271,400
Verizon Communications, Inc.	13,100		539,327
			2,370,049
Wireless Telecommunication Services - 1.0%
Crown Castle International Corp. (a)	5,900		213,993
Dobson Communications Corp. Class A (a)	26,500		294,415
MTN Group Ltd.	5,400		73,654
Sprint Nextel Corp.	39,500		818,045
			1,400,107
TOTAL TELECOMMUNICATION SERVICES			3,770,156
UTILITIES - 7.2%
Electric Utilities - 3.9%
Allegheny Energy, Inc. (a)	11,800		610,532
American Electric Power Co., Inc.	13,100		590,024
DPL, Inc.	16,919		479,484
Edison International	12,200		684,664
Entergy Corp.	8,400		901,740
FirstEnergy Corp.	10,000		647,300
FPL Group, Inc.	7,600		431,224
PPL Corp.	12,100		566,159
Reliant Energy, Inc. (a)	16,507		444,864
			5,355,991

	Shares		Value
Gas Utilities - 0.6%
Energen Corp.	6,700		$ 368,098
Equitable Resources, Inc.	9,986		494,906
			863,004
Independent Power Producers & Energy Traders - 2.0%
AES Corp. (a)	14,100		308,508
Constellation Energy Group, Inc.	8,200		714,794
NRG Energy, Inc. (a)	21,200		881,284
TXU Corp.	12,500		841,250
			2,745,836
Multi-Utilities - 0.7%
CMS Energy Corp.	12,600		216,720
Public Service Enterprise Group, Inc.	8,000		702,240
			918,960
TOTAL UTILITIES			9,883,791
TOTAL COMMON STOCKS (Cost $120,997,380)		132,570,840
Convertible Preferred Stocks - 0.1%

MATERIALS - 0.1%
Containers & Packaging - 0.1%
Owens-Illinois, Inc. 4.75% (Cost $140,764)	3,800		160,550
Convertible Bonds - 0.0%
	Principal Amount
CONSUMER DISCRETIONARY - 0.0%
Automobiles - 0.0%
Ford Motor Co. 4.25% 12/15/36 (Cost $60,000)	$ 60,000		75,138
Money Market Funds - 2.7%
	Shares		Value
Fidelity Cash Central Fund, 5.32% (b) (Cost $3,633,211)	3,633,211		$ 3,633,211

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $124,831,355)

136,439,739

NET OTHER ASSETS - 0.0%

(65,701)

NET ASSETS - 100%

$ 136,374,038

Legend

(a) Non-income producing

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	$ 132,909
Fidelity Securities Lending Cash Central Fund	1,219
Total	$ 134,128

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

VIP Value Portfolio

VIP Value Portfolio

Financial Statements

Statement of Assets and Liabilities

	June 30, 2007 (Unaudited)

Assets
Investment in securities, at value - See accompanying schedule: Unaffiliated issuers (cost $121,198,144)	$ 132,806,528
Fidelity Central Funds (cost $3,633,211)	3,633,211
Total Investments (cost $124,831,355)		$ 136,439,739
Foreign currency held at value (cost $79)		82
Receivable for investments sold		277,142
Receivable for fund shares sold		296,109
Dividends receivable		109,643
Interest receivable		105
Distributions receivable from Fidelity Central Funds		15,633
Prepaid expenses		62
Other receivables		118
Total assets		137,138,633

Liabilities
Payable for investments purchased	$ 591,419
Payable for fund shares redeemed	47,119
Accrued management fee	62,729
Distribution fees payable	2,736
Other affiliated payables	17,863
Other payables and accrued expenses	42,729
Total liabilities		764,595

Net Assets		$ 136,374,038
Net Assets consist of:
Paid in capital		$ 122,601,514
Undistributed net investment income		291,925
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		1,872,199
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		11,608,400
Net Assets		$ 136,374,038

Statement of Assets and Liabilities - continued

	June 30, 2007 (Unaudited)

Initial Class: Net Asset Value, offering price and redemption price per share ($56,747,318 ÷ 3,825,211 shares)		$ 14.84

Service Class: Net Asset Value, offering price and redemption price per share ($1,106,186 ÷ 74,825 shares)		$ 14.78

Service Class 2: Net Asset Value, offering price and redemption price per share ($12,781,034 ÷ 871,335 shares)		$ 14.67

Investor Class: Net Asset Value, offering price and redemption price per share ($65,739,500 ÷ 4,437,974 shares)		$ 14.81

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

Semiannual Report

VIP Value Portfolio
Financial Statements - continued

Statement of Operations

	Six months ended June 30, 2007 (Unaudited)

Investment Income
Dividends		$ 638,562
Interest		1,720
Income from Fidelity Central Funds		134,128
Total income		774,410

Expenses
Management fee	$ 304,031
Transfer agent fees	71,777
Distribution fees	12,700
Accounting and security lending fees	21,350
Custodian fees and expenses	30,650
Independent trustees' compensation	152
Audit	27,892
Legal	140
Miscellaneous	13,447
Total expenses before reductions	482,139
Expense reductions	(477)	481,662
Net investment income (loss)		292,748
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	1,990,641
Foreign currency transactions	(77)
Total net realized gain (loss)		1,990,564
Change in net unrealized appreciation (depreciation) on: Investment securities	8,611,231
Assets and liabilities in foreign currencies	25
Total change in net unrealized appreciation (depreciation)		8,611,256
Net gain (loss)		10,601,820
Net increase (decrease) in net assets resulting from operations		$ 10,894,568

Statement of Changes in Net Assets

	Six months ended June 30, 2007 (Unaudited)	Year ended December 31, 2006
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 292,748	$ 618,705
Net realized gain (loss)	1,990,564	6,463,690
Change in net unrealized appreciation (depreciation)	8,611,256	1,104,515
Net increase (decrease) in net assets resulting from operations	10,894,568	8,186,910
Distributions to shareholders from net investment income	-	(679,326)
Distributions to shareholders from net realized gain	(5,957,043)	(399,094)
Total distributions	(5,957,043)	(1,078,420)
Share transactions - net increase (decrease)	49,960,533	38,361,583
Total increase (decrease) in net assets	54,898,058	45,470,073

Net Assets
Beginning of period	81,475,980	36,005,907
End of period (including undistributed net investment income of $291,925 and distributions in excess of net investment income of $823, respectively)	$ 136,374,038	$ 81,475,980

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

VIP Value Portfolio

Financial Highlights - Initial Class

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 14.28	$ 12.63	$ 11.97	$ 10.86	$ 8.12	$ 9.64
Income from Investment Operations
Net investment income (loss)^E	.04	.16	.15	.14^H	.05	.03
Net realized and unrealized gain (loss)	1.51	1.70	.58	1.08	2.72	(1.54)
Total from investment operations	1.55	1.86	.73	1.22	2.77	(1.51)
Distributions from net investment income	-	(.13)	(.07)	(.11)	(.03)	(.01)
Distributions from net realized gain	(.99)	(.08)	-	-	-	-
Total distributions	(.99)	(.21)	(.07)	(.11)	(.03)	(.01)
Net asset value, end of period	$ 14.84	$ 14.28	$ 12.63	$ 11.97	$ 10.86	$ 8.12
Total Return^{B, C, D}	11.26%	14.75%	6.09%	11.24%	34.16%	(15.66)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.81%^A	.88%	1.19%	2.65%	4.32%	3.60%
Expenses net of fee waivers, if any	.81%^A	.85%	.85%	1.00%	1.28%	1.50%
Expenses net of all reductions	.81%^A	.84%	.78%	.95%	1.22%	1.45%
Net investment income (loss)	.61%^A	1.16%	1.21%	1.26%	.57%	.31%
Supplemental Data
Net assets, end of period (000 omitted)	$ 56,747	$ 35,416	$ 18,478	$ 583	$ 413	$ 261
Portfolio turnover rate^G	38%^A	263%	181%	155%	164%	192%
^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 Investment income per share reflects a special dividend which amounted to $.03 per share. ^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. 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

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 14.24	$ 12.60	$ 11.93	$ 10.84	$ 8.12	$ 9.64
Income from Investment Operations
Net investment income (loss)^E	.04	.14	.13	.13^H	.05	.02
Net realized and unrealized gain (loss)	1.49	1.69	.60	1.07	2.70	(1.53)
Total from investment operations	1.53	1.83	.73	1.20	2.75	(1.51)
Distributions from net investment income	-	(.11)	(.06)	(.11)	(.03)	(.01)
Distributions from net realized gain	(.99)	(.08)	-	-	-	-
Total distributions	(.99)	(.19)	(.06)	(.11)	(.03)	(.01)
Net asset value, end of period	$ 14.78	$ 14.24	$ 12.60	$ 11.93	$ 10.84	$ 8.12
Total Return^{B, C, D}	11.15%	14.56%	6.08%	11.07%	33.91%	(15.66)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.90%^A	.96%	1.60%	2.75%	4.35%	3.64%
Expenses net of fee waivers, if any	.90%^A	.95%	.97%	1.10%	1.35%	1.60%
Expenses net of all reductions	.90%^A	.94%	.90%	1.04%	1.29%	1.55%
Net investment income (loss)	.52%^A	1.06%	1.09%	1.17%	.50%	.21%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,106	$ 1,017	$ 1,232	$ 1,225	$ 972	$ 803
Portfolio turnover rate^G	38%^A	263%	181%	155%	164%	192%
^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 Investment income per share reflects a special dividend which amounted to $.03 per share. ^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. 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.

Semiannual Report

Financial Highlights - Service Class 2

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005	2004	2003	2002
Selected Per-Share Data
Net asset value, beginning of period	$ 14.14	$ 12.53	$ 11.87	$ 10.80	$ 8.10	$ 9.64
Income from Investment Operations
Net investment income (loss)^E	.03	.12	.11	.11^H	.03	.01
Net realized and unrealized gain (loss)	1.49	1.67	.59	1.07	2.70	(1.54)
Total from investment operations	1.52	1.79	.70	1.18	2.73	(1.53)
Distributions from net investment income	-	(.10)	(.04)	(.11)	(.03)	(.01)
Distributions from net realized gain	(.99)	(.08)	-	-	-	-
Total distributions	(.99)	(.18)	(.04)	(.11)	(.03)	(.01)
Net asset value, end of period	$ 14.67	$ 14.14	$ 12.53	$ 11.87	$ 10.80	$ 8.10
Total Return^{B, C, D}	11.16%	14.32%	5.92%	10.93%	33.75%	(15.87)%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	1.07%^A	1.15%	1.76%	2.93%	4.50%	3.78%
Expenses net of fee waivers, if any	1.07%^A	1.10%	1.11%	1.25%	1.51%	1.75%
Expenses net of all reductions	1.07%^A	1.09%	1.05%	1.20%	1.45%	1.70%
Net investment income (loss)	.35%^A	.91%	.94%	1.01%	.34%	.06%
Supplemental Data
Net assets, end of period (000 omitted)	$ 12,781	$ 7,803	$ 5,262	$ 3,575	$ 2,865	$ 1,698
Portfolio turnover rate^G	38%^A	263%	181%	155%	164%	192%
^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 Investment income per share reflects a special dividend which amounted to $.03 per share. ^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. 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

	Six months ended June 30, 2007	Years ended December 31,
	(Unaudited)	2006	2005^H
Selected Per-Share Data
Net asset value, beginning of period	$ 14.26	$ 12.63	$ 12.23
Income from Investment Operations
Net investment income (loss)^E	.04	.14	.06
Net realized and unrealized gain (loss)	1.50	1.69	.40
Total from investment operations	1.54	1.83	.46
Distributions from net investment income	-	(.12)	(.06)
Distributions from net realized gain	(.99)	(.08)	-
Total distributions	(.99)	(.20)	(.06)
Net asset value, end of period	$ 14.81	$ 14.26	$ 12.63
Total Return^{B, C, D}	11.21%	14.49%	3.77%
Ratios to Average Net Assets^{F, I}
Expenses before reductions	.92%^A	.99%	1.27%^A
Expenses net of fee waivers, if any	.92%^A	.99%	1.00%^A
Expenses net of all reductions	.92%^A	.98%	.93%^A
Net investment income (loss)	.50%^A	1.01%	1.06%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 65,740	$ 37,239	$ 11,034
Portfolio turnover rate^G	38%^A	263%	181%
^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.

VIP Value Portfolio

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

VIP Value Portfolio (the Fund) is a fund of Variable Insurance Products Fund I (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. 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 2 Class 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 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.

3. Significant Accounting Policies.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

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

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

Unrealized appreciation	$ 14,312,756
Unrealized depreciation	(2,780,084)
Net unrealized appreciation (depreciation)	$ 11,532,672
Cost for federal income tax purposes	$ 124,907,067

4. Operating Policies.

VIP Value Portfolio

4. Operating Policies - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $62,215,539 and $19,528,514, 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 annualized management fee rate was .56% of the Fund'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	$ 541
Service Class 2	12,159
	$ 12,700

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	$ 18,456
Service Class	367
Service Class 2	4,560
Investor Class	48,394
	$ 71,777

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 $101 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. 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 $1,219.

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 $411 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 $49.

10. Other.

At the end of the period, the VIP Freedom Funds were the owners of record of approximately 35% of the total outstanding shares of the Fund. FMR or its affiliates were the owners of record of 55% of the total outstanding shares of the Fund.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended June 30, 2007	Year ended December 31, 2006
From net investment income
Initial Class	$ -	$ 318,535
Service Class	-	7,837
Service Class 2	-	54,899
Investor Class	-	298,055
Total	$ -	$ 679,326

VIP Value Portfolio

11. Distributions to Shareholders - continued

	Six months ended June 30, 2007	Year ended December 31, 2006
From net realized gain
Initial Class	$ 2,581,953	$ 178,524
Service Class	70,143	6,106
Service Class 2	502,993	40,164
Investor Class	2,801,954	174,300
Total	$ 5,957,043	$ 399,094

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended June 30, 2007	Year ended December 31, 2006	Six months ended June 30, 2007	Year ended December 31, 2006
Initial Class
Shares sold	1,562,490	1,717,374	$ 22,542,384	$ 23,109,773
Reinvestment of distributions	185,219	35,172	2,581,953	497,059
Shares redeemed	(403,196)	(734,411)	(5,884,829)	(9,841,607)
Net increase (decrease)	1,344,513	1,018,135	$ 19,239,508	$ 13,765,225
Service Class
Shares sold	1,330	4,080	$ 19,780	$ 54,164
Reinvestment of distributions	5,050	996	70,143	13,943
Shares redeemed	(2,998)	(31,433)	(44,083)	(416,806)
Net increase (decrease)	3,382	(26,357)	$ 45,840	$ (348,699)
Service Class 2
Shares sold	391,120	287,117	$ 5,568,480	$ 3,801,302
Reinvestment of distributions	36,475	6,799	502,993	95,063
Shares redeemed	(107,944)	(162,347)	(1,545,004)	(2,133,061)
Net increase (decrease)	319,651	131,569	$ 4,526,469	$ 1,763,304
Investor Class
Shares sold	1,833,606	2,184,810	$ 26,349,066	$ 29,121,152
Reinvestment of distributions	201,290	33,389	2,801,954	472,355
Shares redeemed	(207,653)	(481,144)	(3,002,304)	(6,411,754)
Net increase (decrease)	1,827,243	1,737,055	$ 26,148,716	$ 23,181,753

Semiannual 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 Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

VIPVAL-SANN-0807
1.761034.106

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the Variable Insurance Products Fund's Board of Trustees.

Item 11. Controls and Procedures

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

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

Item 12. Exhibits

(a)	(1)	Not applicable.
(a)	(2)	Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
(a)	(3)	Not applicable.
(b)		Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

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

Variable Insurance Products Fund

By:	/s/Kimberley Monasterio
	Kimberley Monasterio
	President and Treasurer

Date:	August 22, 2007

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:	August 22, 2007

By:	/s/Joseph B. Hollis
	Joseph B. Hollis
	Chief Financial Officer

Date:	August 22, 2007

Variable Insurance Products Fund N-CSRSCertified semi-annual shareholder report (management investment company)

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Board Approval of Investment Advisory Contracts and Management Fees

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Board Approval of Investment Advisory Contracts and Management Fees

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements

Contents

Shareholder Expense Example

Investment Changes

Investments June 30, 2007 (Unaudited)

Financial Statements

Notes to Financial Statements