Fidelity Advisor Emerging Asia Fund Class C (FERCX) N-CSRS Certified semi-annual shareholder report (management investment company)

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 811-3855

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

245 Summer St., Boston, Massachusetts 02210
(Address of principal executive offices)       (Zip code)

Scott C. Goebel, Secretary

245 Summer St.

Boston, Massachusetts 02210
(Name and address of agent for service)

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

Date of fiscal year end:	October 31
Date of reporting period:	April 30, 2013

Item 1. Reports to Stockholders

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Diversified International

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense RatioB	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.32%
Actual		$ 1,000.00	$ 1,152.40	$ 7.04
HypotheticalA		$ 1,000.00	$ 1,018.25	$ 6.61
Class T	1.57%
Actual		$ 1,000.00	$ 1,151.10	$ 8.37
HypotheticalA		$ 1,000.00	$ 1,017.01	$ 7.85
Class B	2.09%
Actual		$ 1,000.00	$ 1,148.00	$ 11.13
HypotheticalA		$ 1,000.00	$ 1,014.43	$ 10.44
Class C	2.05%
Actual		$ 1,000.00	$ 1,147.70	$ 10.92
HypotheticalA		$ 1,000.00	$ 1,014.63	$ 10.24
Institutional Class	1.00%
Actual		$ 1,000.00	$ 1,153.50	$ 5.34
HypotheticalA		$ 1,000.00	$ 1,019.84	$ 5.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Sanofi SA (France, Pharmaceuticals)	2.6	2.6
Novo Nordisk A/S Series B (Denmark, Pharmaceuticals)	2.0	2.7
HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)	2.0	1.9
ORIX Corp. (Japan, Diversified Financial Services)	1.9	1.6
Japan Tobacco, Inc. (Japan, Tobacco)	1.7	1.3
	10.2
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	19.9	15.6
Consumer Staples	15.9	15.4
Consumer Discretionary	15.9	15.4
Health Care	14.8	12.9
Information Technology	8.9	10.3
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United Kingdom	18.3	17.6
Japan	16.7	15.0
Germany	9.6	8.8
France	7.5	8.6
United States of America	5.9	4.9

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks and Equity Futures 98.3%		Stocks 98.3%
	Investment Companies 0.5%		Investment Companies 0.0%
	Other Investments 0.0%		Other Investments 0.0%*
	Short-Term Investments and Net Other Assets (Liabilities) 1.2%		Short-Term Investments and Net Other Assets (Liabilities) 1.7%

* Amount represents less than 0.1%.

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 95.7%
	Shares		Value (000s)
Australia - 4.1%
Ansell Ltd.	214,491		$ 3,513
Australia & New Zealand Banking Group Ltd.	578,069		19,081
BHP Billiton Ltd. sponsored ADR (d)	436,236		29,324
CSL Ltd.	167,531		10,935
McMillan Shakespeare Ltd.	119,799		1,895
Telstra Corp. Ltd.	1,288,526		6,652
Westfield Group unit	695,331		8,398
TOTAL AUSTRALIA			79,798
Bailiwick of Guernsey - 0.5%
Resolution Ltd.	2,223,018		9,113
Bailiwick of Jersey - 1.4%
Experian PLC	791,300		13,914
Informa PLC	245,498		1,823
Wolseley PLC	94,561		4,675
WPP PLC	458,124		7,574
TOTAL BAILIWICK OF JERSEY			27,986
Belgium - 2.2%
Anheuser-Busch InBev SA NV (d)	318,231		30,573
KBC Groupe SA	272,443		10,692
UCB SA (d)	35,400		2,092
TOTAL BELGIUM			43,357
Bermuda - 0.3%
Bunge Ltd.	42,300		3,054
Clear Media Ltd.	4,814,000		3,474
TOTAL BERMUDA			6,528
Brazil - 0.2%
Qualicorp SA (a)	111,300		1,084
Smiles SA	63,100		721
Souza Cruz SA	185,800		2,854
TOTAL BRAZIL			4,659
Canada - 3.2%
Alimentation Couche-Tard, Inc. Class B (sub. vtg.)	173,700		10,554
Canadian Natural Resources Ltd.	252,900		7,418
CGI Group, Inc. Class A (sub. vtg.) (a)	307,000		9,721
Constellation Software, Inc.	29,100		3,972
Fairfax Financial Holdings Ltd. (sub. vtg.)	14,900		5,977
Painted Pony Petroleum Ltd. Class A (a)	420,800		4,085
Suncor Energy, Inc.	265,200		8,268
Common Stocks - continued
	Shares		Value (000s)
Canada - continued
Tourmaline Oil Corp. (a)	113,000		$ 4,483
TransForce, Inc.	84,900		1,675
Valeant Pharmaceuticals International, Inc. (Canada) (a)	62,200		4,723
TOTAL CANADA			60,876
Cayman Islands - 1.3%
Baidu.com, Inc. sponsored ADR (a)	96,400		8,276
Hengan International Group Co. Ltd.	403,000		4,165
MGM China Holdings Ltd.	432,400		1,020
Sands China Ltd.	1,800,400		9,443
Springland International Holdings Ltd.	3,431,000		1,786
TOTAL CAYMAN ISLANDS			24,690
China - 0.2%
China Pacific Insurance Group Co. Ltd. (H Shares)	481,000		1,729
Ping An Insurance (Group) Co. of China Ltd. (H Shares)	255,500		2,023
TOTAL CHINA			3,752
Denmark - 2.0%
Novo Nordisk A/S Series B	222,608		39,185
Finland - 0.2%
Sampo Oyj (A Shares)	95,300		3,803
France - 7.5%
Arkema SA	58,300		5,462
BNP Paribas SA	189,543		10,561
Bureau Veritas SA	52,800		6,470
Danone SA	60,300		4,607
Dassault Systemes SA	20,000		2,439
Edenred SA	219,610		7,311
Essilor International SA	71,870		8,087
JCDecaux SA	83,900		2,306
L'Oreal SA (d)	17,000		3,031
LVMH Moet Hennessy - Louis Vuitton SA	64,826		11,226
PPR SA	84,600		18,612
Publicis Groupe SA	105,300		7,325
Sanofi SA	462,224		49,976
Schneider Electric SA	82,700		6,306
TOTAL FRANCE			143,719
Germany - 7.8%
adidas AG	140,500		14,673
Allianz AG	85,761		12,655
Common Stocks - continued
	Shares		Value (000s)
Germany - continued
BASF AG (d)	233,949		$ 21,850
Bayer AG (d)	254,052		26,505
Brenntag AG	25,200		4,296
CompuGROUP Holding AG	72,400		1,670
Deutsche Bank AG	88,700		4,083
Deutsche Post AG	186,756		4,432
Fresenius SE & Co. KGaA	82,900		10,396
HeidelbergCement Finance AG	50,400		3,629
LEG Immobilien AG	65,542		3,608
Linde AG	99,947		18,901
SAP AG	290,113		23,128
TOTAL GERMANY			149,826
Greece - 0.3%
Jumbo SA	328,000		3,089
Titan Cement Co. SA (Reg.) (a)	106,700		1,981
TOTAL GREECE			5,070
Hong Kong - 1.4%
AIA Group Ltd.	4,212,800		18,702
Galaxy Entertainment Group Ltd. (a)	1,750,000		7,837
TOTAL HONG KONG			26,539
India - 2.4%
Apollo Hospitals Enterprise Ltd.	199,507		3,100
Bajaj Auto Ltd.	76,671		2,686
Colgate-Palmolive (India)	84,807		2,324
HDFC Bank Ltd.	804,283		10,248
Housing Development Finance Corp. Ltd. (a)	581,276		9,177
ITC Ltd.	1,141,123		6,990
Mahindra & Mahindra Financial Services Ltd.	752,516		3,192
Pidilite Industries Ltd. (a)	514,340		2,388
United Spirits Ltd. (a)	127,919		5,268
TOTAL INDIA			45,373
Indonesia - 0.1%
PT Bank Rakyat Indonesia Tbk	2,563,500		2,478
Ireland - 0.7%
Accenture PLC Class A	98,400		8,014
Ryanair Holdings PLC sponsored ADR	113,400		4,915
TOTAL IRELAND			12,929
Common Stocks - continued
	Shares		Value (000s)
Israel - 0.2%
Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.	78,398		$ 3,621
Italy - 0.6%
ENI SpA	242,700		5,792
Prada SpA	370,600		3,341
Tod's SpA (d)	12,507		1,815
TOTAL ITALY			10,948
Japan - 15.9%
ABC-MART, Inc.	35,200		1,319
ACOM Co. Ltd. (a)(d)	73,060		2,994
AEON Financial Service Co. Ltd.	397,600		11,920
Aozora Bank Ltd.	1,696,000		5,314
Calbee, Inc.	33,700		3,332
Cosmos Pharmaceutical Corp.	46,600		5,197
Don Quijote Co. Ltd.	253,100		13,791
Fast Retailing Co. Ltd.	22,300		8,178
Fuji Media Holdings, Inc.	893		1,941
Hitachi Ltd.	1,631,000		10,423
Honda Motor Co. Ltd. sponsored ADR (d)	597,906		23,904
Hoya Corp.	391,800		7,850
Japan Tobacco, Inc.	890,400		33,658
JSR Corp.	464,500		10,693
Keyence Corp.	54,400		17,264
Miraca Holdings, Inc.	135,200		6,742
Mitsubishi UFJ Financial Group, Inc.	2,398,900		16,276
Nitto Denko Corp.	89,200		5,860
ORIX Corp.	2,353,700		36,116
Park24 Co. Ltd.	116,100		2,343
Pigeon Corp.	26,700		2,297
Rakuten, Inc.	1,311,100		13,985
Santen Pharmaceutical Co. Ltd.	60,700		3,047
Seven & i Holdings Co. Ltd.	275,100		10,582
Seven Bank Ltd.	968,100		3,438
SHIMANO, Inc.	76,300		6,646
Ship Healthcare Holdings, Inc.	57,500		2,213
SMC Corp.	61,600		12,349
Softbank Corp.	343,600		17,040
Tsuruha Holdings, Inc.	35,300		3,440
Unicharm Corp.	41,200		2,664
Yahoo! Japan Corp.	7,152		3,594
TOTAL JAPAN			306,410
Common Stocks - continued
	Shares		Value (000s)
Korea (South) - 1.9%
Hotel Shilla Co.	46,050		$ 2,433
Hyundai Motor Co.	13,927		2,522
LG Household & Health Care Ltd.	3,505		1,969
NHN Corp.	18,085		4,859
Orion Corp.	10,445		11,046
Samsung Electronics Co. Ltd.	9,642		13,304
TOTAL KOREA (SOUTH)			36,133
Luxembourg - 0.4%
Eurofins Scientific SA	38,800		8,431
Mexico - 0.7%
America Movil S.A.B. de CV Series L sponsored ADR	250,400		5,354
Fomento Economico Mexicano S.A.B. de CV sponsored ADR	47,800		5,420
Mexichem S.A.B. de CV	572,600		2,919
TOTAL MEXICO			13,693
Netherlands - 2.9%
AEGON NV	2,012,800		13,445
ASML Holding NV (Netherlands)	120,659		8,979
D.E. Master Blenders 1753 NV (a)	611,200		9,691
Koninklijke Philips Electronics NV (depositary receipt) (NY Reg.)	126,500		3,491
NXP Semiconductors NV (a)	187,600		5,168
Royal DSM NV	15,000		967
Unilever NV (Certificaten Van Aandelen) (Bearer)	344,200		14,667
TOTAL NETHERLANDS			56,408
Nigeria - 0.3%
Nestle Foods Nigeria PLC	30,150		170
Nigerian Breweries PLC	4,795,344		5,005
TOTAL NIGERIA			5,175
Norway - 1.4%
DnB ASA (d)	574,199		9,385
Telenor ASA	742,800		16,694
TOTAL NORWAY			26,079
Russia - 0.2%
Magnit OJSC	14,700		3,128
Singapore - 0.6%
Global Logistic Properties Ltd.	1,960,000		4,392
Common Stocks - continued
	Shares		Value (000s)
Singapore - continued
Super Group Ltd. Singapore	710,000		$ 2,265
United Overseas Bank Ltd.	329,000		5,703
TOTAL SINGAPORE			12,360
South Africa - 0.7%
Life Healthcare Group Holdings Ltd.	641,500		2,710
Nampak Ltd.	1,059,000		3,892
Naspers Ltd. Class N	113,900		7,622
TOTAL SOUTH AFRICA			14,224
Spain - 2.3%
Amadeus IT Holding SA Class A	198,300		5,854
Banco Bilbao Vizcaya Argentaria SA	568,453		5,534
Banco Bilbao Vizcaya Argentaria SA	10,150		99
Grifols SA ADR	260,919		8,149
Inditex SA (d)	149,351		20,072
Prosegur Compania de Seguridad SA (Reg.)	919,860		5,136
TOTAL SPAIN			44,844
Sweden - 2.4%
ASSA ABLOY AB (B Shares) (d)	135,800		5,408
Atlas Copco AB (A Shares)	177,000		4,659
Nordea Bank AB	574,800		6,887
Svenska Cellulosa AB (SCA) (B Shares)	222,900		5,788
Svenska Handelsbanken AB (A Shares)	192,700		8,753
Swedbank AB (A Shares)	188,600		4,641
Swedish Match Co. AB (d)	172,000		5,966
Volvo AB (B Shares)	353,900		4,898
TOTAL SWEDEN			47,000
Switzerland - 5.1%
Nestle SA	457,115		32,598
Novartis AG	52,277		3,870
Roche Holding AG (participation certificate)	36,535		9,132
SGS SA (Reg.)	1,510		3,649
Syngenta AG (Switzerland)	40,001		17,101
UBS AG	1,193,457		21,289
Zurich Insurance Group AG	34,456		9,620
TOTAL SWITZERLAND			97,259
Common Stocks - continued
	Shares		Value (000s)
Taiwan - 0.6%
Pacific Hospital Supply Co. Ltd.	267,000		$ 887
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	550,300		10,500
TOTAL TAIWAN			11,387
United Kingdom - 18.3%
Associated British Foods PLC	123,300		3,706
Barclays PLC	2,533,131		11,304
Barratt Developments PLC (a)	476,600		2,304
BG Group PLC	373,292		6,289
British American Tobacco PLC sponsored ADR	162,600		18,052
BT Group PLC	438,800		1,887
Bunzl PLC	74,300		1,476
Capita Group PLC	213,800		2,997
Compass Group PLC	363,100		4,777
Dechra Pharmaceuticals PLC	360,400		4,020
Diploma PLC	220,000		1,950
Domino's Pizza UK & IRL PLC	318,500		3,221
Dunelm Group PLC	343,700		4,511
Filtrona PLC	693,600		7,612
GlaxoSmithKline PLC	1,240,600		32,009
Hikma Pharmaceuticals PLC	253,868		3,853
HSBC Holdings PLC sponsored ADR	691,300		37,925
IMI PLC	89,800		1,728
Imperial Tobacco Group PLC	132,921		4,749
InterContinental Hotel Group PLC	175,880		5,197
Intertek Group PLC	198,300		10,190
Johnson Matthey PLC	53,800		2,026
Kingfisher PLC	1,410,400		6,860
Lloyds Banking Group PLC (a)	7,284,900		6,188
Next PLC	257,200		17,415
Persimmon PLC	143,600		2,409
Prudential PLC	605,262		10,407
Reckitt Benckiser Group PLC	234,213		17,085
Reed Elsevier PLC	251,700		2,940
Rolls-Royce Group PLC	677,500		11,892
Rolls-Royce Group PLC (C Shares) (a)	95,577,600		148
Royal Dutch Shell PLC Class B (United Kingdom)	934,892		32,794
SABMiller PLC	52,800		2,845
Serco Group PLC	468,147		4,498
Smith & Nephew PLC	241,500		2,764
Spectris PLC	55,600		1,822
Standard Chartered PLC (United Kingdom)	392,332		9,854
Common Stocks - continued
	Shares		Value (000s)
United Kingdom - continued
Taylor Wimpey PLC	5,848,600		$ 8,449
Tesco PLC	1,217,300		6,924
Travis Perkins PLC	42,300		942
Vodafone Group PLC sponsored ADR	949,600		29,048
Whitbread PLC	121,204		4,810
TOTAL UNITED KINGDOM			351,877
United States of America - 5.4%
AbbVie, Inc.	224,800		10,352
Anadarko Petroleum Corp.	34,600		2,933
Beam, Inc.	55,600		3,598
BioMarin Pharmaceutical, Inc. (a)	45,700		2,998
Cummins, Inc.	39,000		4,149
D.R. Horton, Inc.	147,500		3,847
Gilead Sciences, Inc. (a)	212,400		10,756
Las Vegas Sands Corp.	160,300		9,017
MasterCard, Inc. Class A	19,440		10,749
Monsanto Co.	44,600		4,764
News Corp. Class B	145,700		4,534
Noble Energy, Inc.	75,600		8,565
PriceSmart, Inc.	26,300		2,347
salesforce.com, Inc. (a)	40,000		1,644
The Blackstone Group LP	227,700		4,679
Time Warner, Inc.	30,700		1,835
ViroPharma, Inc. (a)	112,900		3,077
Visa, Inc. Class A	64,100		10,798
Yum! Brands, Inc.	42,200		2,875
TOTAL UNITED STATES OF AMERICA			103,517
TOTAL COMMON STOCKS (Cost $1,433,627)		1,842,175
Nonconvertible Preferred Stocks - 1.8%
Germany - 1.8%
Henkel AG & Co. KGaA	119,400		11,259
ProSiebenSat.1 Media AG	145,600		5,576
Sartorius AG (non-vtg.)	34,600		3,712
Volkswagen AG	67,500		13,681
TOTAL GERMANY			34,228
Nonconvertible Preferred Stocks - continued
	Shares		Value (000s)
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	80,622,500		$ 125
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $23,036)		34,353
Investment Companies - 0.5%
United States of America - 0.5%
WisdomTree Japan Hedged Equity ETF (d) (Cost $9,247)	197,000		9,369

Government Obligations - 0.0%
	Principal Amount (000s)
United States of America - 0.0%
U.S. Treasury Bills, yield at date of purchase 0.05% to 0.07% 5/30/13 to 7/5/13 (e) (Cost $470)	$ 470	470

Money Market Funds - 10.7%
	Shares
Fidelity Cash Central Fund, 0.13% (b)	51,491,264		51,491
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	154,461,343		154,461
TOTAL MONEY MARKET FUNDS (Cost $205,952)		205,952
TOTAL INVESTMENT PORTFOLIO - 108.7% (Cost $1,672,332)			2,092,319
NET OTHER ASSETS (LIABILITIES) - (8.7)%			(168,147)
NET ASSETS - 100%		$ 1,924,172

Futures Contracts
	Expiration Date	Underlying Face Amount at Value (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Purchased
Equity Index Contracts
139 CME NIKKEI 225 Index Contracts (Japan)	June 2013	$ 9,878	$ 757
77 CME NIKKEI 225 Index Contracts (Japan)	June 2013	5,355	822
TOTAL EQUITY INDEX CONTRACTS		$ 15,233	$ 1,579

The face value of futures purchased as a percentage of net assets is 0.8%

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

(e) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $470,000.

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 (Amounts in thousands)
Fidelity Cash Central Fund	$ 41
Fidelity Securities Lending Cash Central Fund	351
Total	$ 392

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 305,422	$ 246,791	$ 58,631	$ -
Consumer Staples	306,489	167,481	139,008	-
Energy	80,627	42,041	38,586	-
Financials	381,683	223,127	158,556	-
Health Care	279,988	140,182	139,806	-
Industrials	135,967	121,275	14,692	-
Information Technology	170,308	99,070	71,238	-
Materials	139,369	105,715	33,654	-
Telecommunication Services	76,675	57,748	18,927	-
Investment Companies	9,369	9,369	-	-
Government Obligations	470	-	470	-
Money Market Funds	205,952	205,952	-	-
Total Investments in Securities:	$ 2,092,319	$ 1,418,751	$ 673,568	$ -
Derivative Instruments:
Assets
Futures Contracts	$ 1,579	$ 1,579	$ -	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total (000s)
Level 1 to Level 2	$ 270,820
Level 2 to Level 1	$ 0

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of April 30, 2013. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type (Amounts in thousands)	Value
	Asset	Liability
Equity Risk
Futures Contracts (a)	$ 1,579	$ -
Total Value of Derivatives	$ 1,579	$ -

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $148,257) - See accompanying schedule: Unaffiliated issuers (cost $1,466,380)	$ 1,886,367
Fidelity Central Funds (cost $205,952)	205,952
Total Investments (cost $1,672,332)		$ 2,092,319
Foreign currency held at value (cost $1,582)		1,583
Receivable for investments sold		6,441
Receivable for fund shares sold		1,657
Dividends receivable		8,093
Distributions receivable from Fidelity Central Funds		219
Receivable for daily variation margin on futures contracts		11
Prepaid expenses		1
Other receivables		354
Total assets		2,110,678
Liabilities
Payable for investments purchased	$ 23,178
Payable for fund shares redeemed	4,184
Accrued management fee	1,096
Distribution and service plan fees payable	516
Other affiliated payables	471
Other payables and accrued expenses	2,600
Collateral on securities loaned, at value	154,461
Total liabilities		186,506
Net Assets		$ 1,924,172
Net Assets consist of:
Paid in capital		$ 4,425,433
Undistributed net investment income		6,978
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(2,927,354)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		419,115
Net Assets		$ 1,924,172

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($712,571 ÷ 40,244 shares)		$ 17.71
Maximum offering price per share (100/94.25 of $17.71)		$ 18.79
Class T: Net Asset Value and redemption price per share ($312,043 ÷ 17,753 shares)		$ 17.58
Maximum offering price per share (100/96.50 of $17.58)		$ 18.22
Class B: Net Asset Value and offering price per share ($44,932 ÷ 2,639 shares)A		$ 17.03
Class C: Net Asset Value and offering price per share ($255,994 ÷ 15,051 shares)A		$ 17.01
Institutional Class: Net Asset Value, offering price and redemption price per share ($598,632 ÷ 33,287 shares)		$ 17.98

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

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

Semiannual Report

Statement of Operations

Amounts in thousands Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 23,039
Income from Fidelity Central Funds		392
Income before foreign taxes withheld		23,431
Less foreign taxes withheld		(1,646)
Total income		21,785
Expenses
Management fee	$ 6,686
Transfer agent fees	2,464
Distribution and service plan fees	3,176
Accounting and security lending fees	422
Custodian fees and expenses	169
Independent trustees' compensation	6
Registration fees	87
Audit	62
Legal	5
Miscellaneous	6
Total expenses before reductions	13,083
Expense reductions	(403)	12,680
Net investment income (loss)		9,105
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	95,088
Foreign currency transactions	(68)
Futures contracts	61
Total net realized gain (loss)		95,081
Change in net unrealized appreciation (depreciation) on: Investment securities	165,270
Assets and liabilities in foreign currencies	35
Futures contracts	1,579
Total change in net unrealized appreciation (depreciation)		166,884
Net gain (loss)		261,965
Net increase (decrease) in net assets resulting from operations		$ 271,070

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 9,105	$ 23,245
Net realized gain (loss)	95,081	39,797
Change in net unrealized appreciation (depreciation)	166,884	88,398
Net increase (decrease) in net assets resulting from operations	271,070	151,440
Distributions to shareholders from net investment income	(23,595)	(28,136)
Distributions to shareholders from net realized gain	(7,342)	-
Total distributions	(30,937)	(28,136)
Share transactions - net increase (decrease)	(232,969)	(644,922)
Redemption fees	10	42
Total increase (decrease) in net assets	7,174	(521,576)
Net Assets
Beginning of period	1,916,998	2,438,574
End of period (including undistributed net investment income of $6,978 and undistributed net investment income of $21,468, respectively)	$ 1,924,172	$ 1,916,998

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 15.63	$ 14.61	$ 15.63	$ 14.25	$ 12.57	$ 26.62
Income from Investment Operations
Net investment income (loss) E	.08	.18	.22 H	.14	.17	.36
Net realized and unrealized gain (loss)	2.27	1.03	(1.01)	1.44	1.96	(11.15)
Total from investment operations	2.35	1.21	(.79)	1.58	2.13	(10.79)
Distributions from net investment income	(.21)	(.19)	(.20)	(.19)	(.45)	(.24)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.27)	(.19)	(.23)	(.20)	(.45)	(3.26)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.71	$ 15.63	$ 14.61	$ 15.63	$ 14.25	$ 12.57
Total Return B, C, D	15.24%	8.47%	(5.15)%	11.17%	18.16%	(45.95)%
Ratios to Average Net Assets F, I
Expenses before reductions	1.32% A	1.32%	1.31%	1.32%	1.34%	1.26%
Expenses net of fee waivers, if any	1.32% A	1.32%	1.31%	1.32%	1.34%	1.26%
Expenses net of all reductions	1.27% A	1.31%	1.29%	1.30%	1.31%	1.22%
Net investment income (loss)	1.03% A	1.20%	1.38% H	.95%	1.43%	1.80%
Supplemental Data
Net assets, end of period (in millions)	$ 713	$ 762	$ 916	$ 1,302	$ 1,662	$ 2,004
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .98%.

^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 reductions from 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.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 15.49	$ 14.46	$ 15.47	$ 14.11	$ 12.42	$ 26.30
Income from Investment Operations
Net investment income (loss) E	.06	.14	.18 H	.10	.14	.31
Net realized and unrealized gain (loss)	2.25	1.03	(.99)	1.43	1.94	(11.01)
Total from investment operations	2.31	1.17	(.81)	1.53	2.08	(10.70)
Distributions from net investment income	(.16)	(.14)	(.16)	(.16)	(.39)	(.16)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.22)	(.14)	(.20) K	(.17)	(.39)	(3.18)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.58	$ 15.49	$ 14.46	$ 15.47	$ 14.11	$ 12.42
Total Return B, C, D	15.11%	8.17%	(5.35)%	10.88%	17.84%	(46.04)%
Ratios to Average Net Assets F, I
Expenses before reductions	1.57% A	1.58%	1.55%	1.55%	1.58%	1.49%
Expenses net of fee waivers, if any	1.57% A	1.58%	1.55%	1.55%	1.58%	1.49%
Expenses net of all reductions	1.52% A	1.57%	1.53%	1.53%	1.55%	1.44%
Net investment income (loss)	.77% A	.94%	1.14% H	.71%	1.19%	1.57%
Supplemental Data
Net assets, end of period (in millions)	$ 312	$ 304	$ 404	$ 621	$ 832	$ 1,110
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .74%.

^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 reductions from 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 Total distributions of $.20 per share is comprised of distributions from net investment income of $.164 and distributions from net realized gain of $.034 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 14.95	$ 13.91	$ 14.91	$ 13.61	$ 11.95	$ 25.44
Income from Investment Operations
Net investment income (loss) E	.02	.06	.09 H	.02	.08	.18
Net realized and unrealized gain (loss)	2.18	1.00	(.96)	1.38	1.88	(10.62)
Total from investment operations	2.20	1.06	(.87)	1.40	1.96	(10.44)
Distributions from net investment income	(.06)	(.02)	(.10)	(.09)	(.30)	(.03)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.12)	(.02)	(.13)	(.10)	(.30)	(3.05)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.03	$ 14.95	$ 13.91	$ 14.91	$ 13.61	$ 11.95
Total Return B, C, D	14.80%	7.64%	(5.89)%	10.34%	17.25%	(46.39)%
Ratios to Average Net Assets F, I
Expenses before reductions	2.09% A	2.08%	2.08%	2.09%	2.10%	2.08%
Expenses net of fee waivers, if any	2.09% A	2.08%	2.08%	2.09%	2.10%	2.08%
Expenses net of all reductions	2.05% A	2.07%	2.06%	2.07%	2.07%	2.04%
Net investment income (loss)	.25% A	.44%	.61% H	.18%	.67%	.97%
Supplemental Data
Net assets, end of period (in millions)	$ 45	$ 59	$ 94	$ 157	$ 191	$ 221
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .21%.

^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 reductions from 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.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 14.97	$ 13.95	$ 14.95	$ 13.65	$ 11.98	$ 25.50
Income from Investment Operations
Net investment income (loss) E	.02	.06	.10 H	.03	.08	.20
Net realized and unrealized gain (loss)	2.17	1.01	(.96)	1.38	1.89	(10.64)
Total from investment operations	2.19	1.07	(.86)	1.41	1.97	(10.44)
Distributions from net investment income	(.09)	(.05)	(.11)	(.10)	(.30)	(.06)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.15)	(.05)	(.14)	(.11)	(.30)	(3.08)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.01	$ 14.97	$ 13.95	$ 14.95	$ 13.65	$ 11.98
Total Return B, C, D	14.77%	7.71%	(5.83)%	10.32%	17.24%	(46.33)%
Ratios to Average Net Assets F, I
Expenses before reductions	2.05% A	2.06%	2.05%	2.06%	2.09%	2.01%
Expenses net of fee waivers, if any	2.05% A	2.06%	2.05%	2.06%	2.09%	2.01%
Expenses net of all reductions	2.01% A	2.05%	2.03%	2.04%	2.06%	1.97%
Net investment income (loss)	.29% A	.46%	.64% H	.21%	.68%	1.04%
Supplemental Data
Net assets, end of period (in millions)	$ 256	$ 246	$ 302	$ 419	$ 502	$ 618
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .24%.

^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 reductions from 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.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 15.90	$ 14.87	$ 15.90	$ 14.48	$ 12.81	$ 27.06
Income from Investment Operations
Net investment income (loss) D	.11	.23	.28 G	.19	.21	.41
Net realized and unrealized gain (loss)	2.29	1.05	(1.03)	1.47	1.98	(11.34)
Total from investment operations	2.40	1.28	(.75)	1.66	2.19	(10.93)
Distributions from net investment income	(.26)	(.25)	(.25)	(.23)	(.52)	(.30)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.32)	(.25)	(.28)	(.24)	(.52)	(3.32)
Redemption fees added to paid in capital D, I	-	-	-	-	-	-
Net asset value, end of period	$ 17.98	$ 15.90	$ 14.87	$ 15.90	$ 14.48	$ 12.81
Total Return B, C	15.35%	8.83%	(4.85)%	11.55%	18.45%	(45.79)%
Ratios to Average Net Assets E, H
Expenses before reductions	1.00% A	1.00%	.99%	.99%	1.07%	.99%
Expenses net of fee waivers, if any	1.00% A	1.00%	.99%	.99%	1.07%	.99%
Expenses net of all reductions	.96% A	.99%	.97%	.97%	1.04%	.94%
Net investment income (loss)	1.34% A	1.52%	1.70% G	1.28%	1.70%	2.07%
Supplemental Data
Net assets, end of period (in millions)	$ 599	$ 546	$ 723	$ 1,316	$ 1,540	$ 2,235
Portfolio turnover rate F	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

^G Investment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.30%.

^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 reductions from 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

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Diversified International Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality,

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

coupon, maturity and type as well as broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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 foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation	$ 443,676
Gross unrealized depreciation	(38,540)
Net unrealized appreciation (depreciation) on securities and other investments	$ 405,136
Tax cost	$ 1,687,183

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Capital loss carryforwards were as follows:

Fiscal year of expiration
2017	$ (3,001,620)

Semiannual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. The Financial Accounting Standards Board issued in December 2011, Accounting Standard Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities, and in January 2013, Accounting Standards Update No. 2013-1 Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. These updates create new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of Assets and Liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Management is currently evaluating the impact of the update's adoption on the Fund's financial statement disclosures.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts is mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of activity for the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $61 and a change in net unrealized appreciation (depreciation) of $1,579 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

Semiannual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $458,810 and $716,973, 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 an annualized 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 Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 909	$ 78
Class T	.25%	.25%	762	6
Class B	.75%	.25%	267	201
Class C	.75%	.25%	1,238	51
			$ 3,176	$ 336

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

	Retained by FDC
Class A	$ 40
Class T	10
Class B*	22
Class C*	2
	$ 74

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

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

	Amount	% of Average Net Assets*
Class A	$ 1,019	.28
Class T	429	.28
Class B	81	.30
Class C	329	.27
Institutional Class	606	.22
	$ 2,464

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1 for the period.

Semiannual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2 and is reflected in Miscellaneous expenses 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 through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $351. During the period, there were no securities loaned to FCM.

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 $403 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 9,993	$ 11,830
Class T	3,119	3,677
Class B	218	137
Class C	1,491	1,044
Institutional Class	8,774	11,448
Total	$ 23,595	$ 28,136
From net realized gain
Class A	$ 2,917	$ -
Class T	1,167	-
Class B	229	-
Class C	978	-
Institutional Class	2,051	-
Total	$ 7,342	$ -

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	3,067	7,355	$ 50,682	$ 107,661
Reinvestment of distributions	758	768	12,002	10,735
Shares redeemed	(12,325)	(22,053)	(204,849)	(321,084)
Net increase (decrease)	(8,500)	(13,930)	$ (142,165)	$ (202,688)
Class T
Shares sold	737	1,704	$ 12,030	$ 24,709
Reinvestment of distributions	255	246	4,007	3,415
Shares redeemed	(2,857)	(10,272)	(46,490)	(148,591)
Net increase (decrease)	(1,865)	(8,322)	$ (30,453)	$ (120,467)
Class B
Shares sold	8	22	$ 129	$ 305
Reinvestment of distributions	26	9	396	118
Shares redeemed	(1,369)	(2,779)	(21,752)	(39,153)
Net increase (decrease)	(1,335)	(2,748)	$ (21,227)	$ (38,730)

Semiannual Report

11. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class C
Shares sold	430	700	$ 6,792	$ 9,812
Reinvestment of distributions	129	60	1,968	813
Shares redeemed	(1,923)	(5,985)	(30,221)	(83,760)
Net increase (decrease)	(1,364)	(5,225)	$ (21,461)	$ (73,135)
Institutional Class
Shares sold	2,298	7,200	$ 38,445	$ 106,131
Reinvestment of distributions	586	640	9,415	9,062
Shares redeemed	(3,953)	(22,132)	(65,523)	(325,095)
Net increase (decrease)	(1,069)	(14,292)	$ (17,663)	$ (209,902)

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

ADIF-USAN-0613
1.784871.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Diversified International

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense RatioB	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.32%
Actual		$ 1,000.00	$ 1,152.40	$ 7.04
HypotheticalA		$ 1,000.00	$ 1,018.25	$ 6.61
Class T	1.57%
Actual		$ 1,000.00	$ 1,151.10	$ 8.37
HypotheticalA		$ 1,000.00	$ 1,017.01	$ 7.85
Class B	2.09%
Actual		$ 1,000.00	$ 1,148.00	$ 11.13
HypotheticalA		$ 1,000.00	$ 1,014.43	$ 10.44
Class C	2.05%
Actual		$ 1,000.00	$ 1,147.70	$ 10.92
HypotheticalA		$ 1,000.00	$ 1,014.63	$ 10.24
Institutional Class	1.00%
Actual		$ 1,000.00	$ 1,153.50	$ 5.34
HypotheticalA		$ 1,000.00	$ 1,019.84	$ 5.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Sanofi SA (France, Pharmaceuticals)	2.6	2.6
Novo Nordisk A/S Series B (Denmark, Pharmaceuticals)	2.0	2.7
HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)	2.0	1.9
ORIX Corp. (Japan, Diversified Financial Services)	1.9	1.6
Japan Tobacco, Inc. (Japan, Tobacco)	1.7	1.3
	10.2
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	19.9	15.6
Consumer Staples	15.9	15.4
Consumer Discretionary	15.9	15.4
Health Care	14.8	12.9
Information Technology	8.9	10.3
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United Kingdom	18.3	17.6
Japan	16.7	15.0
Germany	9.6	8.8
France	7.5	8.6
United States of America	5.9	4.9

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks and Equity Futures 98.3%		Stocks 98.3%
	Investment Companies 0.5%		Investment Companies 0.0%
	Other Investments 0.0%		Other Investments 0.0%*
	Short-Term Investments and Net Other Assets (Liabilities) 1.2%		Short-Term Investments and Net Other Assets (Liabilities) 1.7%

* Amount represents less than 0.1%.

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 95.7%
	Shares		Value (000s)
Australia - 4.1%
Ansell Ltd.	214,491		$ 3,513
Australia & New Zealand Banking Group Ltd.	578,069		19,081
BHP Billiton Ltd. sponsored ADR (d)	436,236		29,324
CSL Ltd.	167,531		10,935
McMillan Shakespeare Ltd.	119,799		1,895
Telstra Corp. Ltd.	1,288,526		6,652
Westfield Group unit	695,331		8,398
TOTAL AUSTRALIA			79,798
Bailiwick of Guernsey - 0.5%
Resolution Ltd.	2,223,018		9,113
Bailiwick of Jersey - 1.4%
Experian PLC	791,300		13,914
Informa PLC	245,498		1,823
Wolseley PLC	94,561		4,675
WPP PLC	458,124		7,574
TOTAL BAILIWICK OF JERSEY			27,986
Belgium - 2.2%
Anheuser-Busch InBev SA NV (d)	318,231		30,573
KBC Groupe SA	272,443		10,692
UCB SA (d)	35,400		2,092
TOTAL BELGIUM			43,357
Bermuda - 0.3%
Bunge Ltd.	42,300		3,054
Clear Media Ltd.	4,814,000		3,474
TOTAL BERMUDA			6,528
Brazil - 0.2%
Qualicorp SA (a)	111,300		1,084
Smiles SA	63,100		721
Souza Cruz SA	185,800		2,854
TOTAL BRAZIL			4,659
Canada - 3.2%
Alimentation Couche-Tard, Inc. Class B (sub. vtg.)	173,700		10,554
Canadian Natural Resources Ltd.	252,900		7,418
CGI Group, Inc. Class A (sub. vtg.) (a)	307,000		9,721
Constellation Software, Inc.	29,100		3,972
Fairfax Financial Holdings Ltd. (sub. vtg.)	14,900		5,977
Painted Pony Petroleum Ltd. Class A (a)	420,800		4,085
Suncor Energy, Inc.	265,200		8,268
Common Stocks - continued
	Shares		Value (000s)
Canada - continued
Tourmaline Oil Corp. (a)	113,000		$ 4,483
TransForce, Inc.	84,900		1,675
Valeant Pharmaceuticals International, Inc. (Canada) (a)	62,200		4,723
TOTAL CANADA			60,876
Cayman Islands - 1.3%
Baidu.com, Inc. sponsored ADR (a)	96,400		8,276
Hengan International Group Co. Ltd.	403,000		4,165
MGM China Holdings Ltd.	432,400		1,020
Sands China Ltd.	1,800,400		9,443
Springland International Holdings Ltd.	3,431,000		1,786
TOTAL CAYMAN ISLANDS			24,690
China - 0.2%
China Pacific Insurance Group Co. Ltd. (H Shares)	481,000		1,729
Ping An Insurance (Group) Co. of China Ltd. (H Shares)	255,500		2,023
TOTAL CHINA			3,752
Denmark - 2.0%
Novo Nordisk A/S Series B	222,608		39,185
Finland - 0.2%
Sampo Oyj (A Shares)	95,300		3,803
France - 7.5%
Arkema SA	58,300		5,462
BNP Paribas SA	189,543		10,561
Bureau Veritas SA	52,800		6,470
Danone SA	60,300		4,607
Dassault Systemes SA	20,000		2,439
Edenred SA	219,610		7,311
Essilor International SA	71,870		8,087
JCDecaux SA	83,900		2,306
L'Oreal SA (d)	17,000		3,031
LVMH Moet Hennessy - Louis Vuitton SA	64,826		11,226
PPR SA	84,600		18,612
Publicis Groupe SA	105,300		7,325
Sanofi SA	462,224		49,976
Schneider Electric SA	82,700		6,306
TOTAL FRANCE			143,719
Germany - 7.8%
adidas AG	140,500		14,673
Allianz AG	85,761		12,655
Common Stocks - continued
	Shares		Value (000s)
Germany - continued
BASF AG (d)	233,949		$ 21,850
Bayer AG (d)	254,052		26,505
Brenntag AG	25,200		4,296
CompuGROUP Holding AG	72,400		1,670
Deutsche Bank AG	88,700		4,083
Deutsche Post AG	186,756		4,432
Fresenius SE & Co. KGaA	82,900		10,396
HeidelbergCement Finance AG	50,400		3,629
LEG Immobilien AG	65,542		3,608
Linde AG	99,947		18,901
SAP AG	290,113		23,128
TOTAL GERMANY			149,826
Greece - 0.3%
Jumbo SA	328,000		3,089
Titan Cement Co. SA (Reg.) (a)	106,700		1,981
TOTAL GREECE			5,070
Hong Kong - 1.4%
AIA Group Ltd.	4,212,800		18,702
Galaxy Entertainment Group Ltd. (a)	1,750,000		7,837
TOTAL HONG KONG			26,539
India - 2.4%
Apollo Hospitals Enterprise Ltd.	199,507		3,100
Bajaj Auto Ltd.	76,671		2,686
Colgate-Palmolive (India)	84,807		2,324
HDFC Bank Ltd.	804,283		10,248
Housing Development Finance Corp. Ltd. (a)	581,276		9,177
ITC Ltd.	1,141,123		6,990
Mahindra & Mahindra Financial Services Ltd.	752,516		3,192
Pidilite Industries Ltd. (a)	514,340		2,388
United Spirits Ltd. (a)	127,919		5,268
TOTAL INDIA			45,373
Indonesia - 0.1%
PT Bank Rakyat Indonesia Tbk	2,563,500		2,478
Ireland - 0.7%
Accenture PLC Class A	98,400		8,014
Ryanair Holdings PLC sponsored ADR	113,400		4,915
TOTAL IRELAND			12,929
Common Stocks - continued
	Shares		Value (000s)
Israel - 0.2%
Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.	78,398		$ 3,621
Italy - 0.6%
ENI SpA	242,700		5,792
Prada SpA	370,600		3,341
Tod's SpA (d)	12,507		1,815
TOTAL ITALY			10,948
Japan - 15.9%
ABC-MART, Inc.	35,200		1,319
ACOM Co. Ltd. (a)(d)	73,060		2,994
AEON Financial Service Co. Ltd.	397,600		11,920
Aozora Bank Ltd.	1,696,000		5,314
Calbee, Inc.	33,700		3,332
Cosmos Pharmaceutical Corp.	46,600		5,197
Don Quijote Co. Ltd.	253,100		13,791
Fast Retailing Co. Ltd.	22,300		8,178
Fuji Media Holdings, Inc.	893		1,941
Hitachi Ltd.	1,631,000		10,423
Honda Motor Co. Ltd. sponsored ADR (d)	597,906		23,904
Hoya Corp.	391,800		7,850
Japan Tobacco, Inc.	890,400		33,658
JSR Corp.	464,500		10,693
Keyence Corp.	54,400		17,264
Miraca Holdings, Inc.	135,200		6,742
Mitsubishi UFJ Financial Group, Inc.	2,398,900		16,276
Nitto Denko Corp.	89,200		5,860
ORIX Corp.	2,353,700		36,116
Park24 Co. Ltd.	116,100		2,343
Pigeon Corp.	26,700		2,297
Rakuten, Inc.	1,311,100		13,985
Santen Pharmaceutical Co. Ltd.	60,700		3,047
Seven & i Holdings Co. Ltd.	275,100		10,582
Seven Bank Ltd.	968,100		3,438
SHIMANO, Inc.	76,300		6,646
Ship Healthcare Holdings, Inc.	57,500		2,213
SMC Corp.	61,600		12,349
Softbank Corp.	343,600		17,040
Tsuruha Holdings, Inc.	35,300		3,440
Unicharm Corp.	41,200		2,664
Yahoo! Japan Corp.	7,152		3,594
TOTAL JAPAN			306,410
Common Stocks - continued
	Shares		Value (000s)
Korea (South) - 1.9%
Hotel Shilla Co.	46,050		$ 2,433
Hyundai Motor Co.	13,927		2,522
LG Household & Health Care Ltd.	3,505		1,969
NHN Corp.	18,085		4,859
Orion Corp.	10,445		11,046
Samsung Electronics Co. Ltd.	9,642		13,304
TOTAL KOREA (SOUTH)			36,133
Luxembourg - 0.4%
Eurofins Scientific SA	38,800		8,431
Mexico - 0.7%
America Movil S.A.B. de CV Series L sponsored ADR	250,400		5,354
Fomento Economico Mexicano S.A.B. de CV sponsored ADR	47,800		5,420
Mexichem S.A.B. de CV	572,600		2,919
TOTAL MEXICO			13,693
Netherlands - 2.9%
AEGON NV	2,012,800		13,445
ASML Holding NV (Netherlands)	120,659		8,979
D.E. Master Blenders 1753 NV (a)	611,200		9,691
Koninklijke Philips Electronics NV (depositary receipt) (NY Reg.)	126,500		3,491
NXP Semiconductors NV (a)	187,600		5,168
Royal DSM NV	15,000		967
Unilever NV (Certificaten Van Aandelen) (Bearer)	344,200		14,667
TOTAL NETHERLANDS			56,408
Nigeria - 0.3%
Nestle Foods Nigeria PLC	30,150		170
Nigerian Breweries PLC	4,795,344		5,005
TOTAL NIGERIA			5,175
Norway - 1.4%
DnB ASA (d)	574,199		9,385
Telenor ASA	742,800		16,694
TOTAL NORWAY			26,079
Russia - 0.2%
Magnit OJSC	14,700		3,128
Singapore - 0.6%
Global Logistic Properties Ltd.	1,960,000		4,392
Common Stocks - continued
	Shares		Value (000s)
Singapore - continued
Super Group Ltd. Singapore	710,000		$ 2,265
United Overseas Bank Ltd.	329,000		5,703
TOTAL SINGAPORE			12,360
South Africa - 0.7%
Life Healthcare Group Holdings Ltd.	641,500		2,710
Nampak Ltd.	1,059,000		3,892
Naspers Ltd. Class N	113,900		7,622
TOTAL SOUTH AFRICA			14,224
Spain - 2.3%
Amadeus IT Holding SA Class A	198,300		5,854
Banco Bilbao Vizcaya Argentaria SA	568,453		5,534
Banco Bilbao Vizcaya Argentaria SA	10,150		99
Grifols SA ADR	260,919		8,149
Inditex SA (d)	149,351		20,072
Prosegur Compania de Seguridad SA (Reg.)	919,860		5,136
TOTAL SPAIN			44,844
Sweden - 2.4%
ASSA ABLOY AB (B Shares) (d)	135,800		5,408
Atlas Copco AB (A Shares)	177,000		4,659
Nordea Bank AB	574,800		6,887
Svenska Cellulosa AB (SCA) (B Shares)	222,900		5,788
Svenska Handelsbanken AB (A Shares)	192,700		8,753
Swedbank AB (A Shares)	188,600		4,641
Swedish Match Co. AB (d)	172,000		5,966
Volvo AB (B Shares)	353,900		4,898
TOTAL SWEDEN			47,000
Switzerland - 5.1%
Nestle SA	457,115		32,598
Novartis AG	52,277		3,870
Roche Holding AG (participation certificate)	36,535		9,132
SGS SA (Reg.)	1,510		3,649
Syngenta AG (Switzerland)	40,001		17,101
UBS AG	1,193,457		21,289
Zurich Insurance Group AG	34,456		9,620
TOTAL SWITZERLAND			97,259
Common Stocks - continued
	Shares		Value (000s)
Taiwan - 0.6%
Pacific Hospital Supply Co. Ltd.	267,000		$ 887
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	550,300		10,500
TOTAL TAIWAN			11,387
United Kingdom - 18.3%
Associated British Foods PLC	123,300		3,706
Barclays PLC	2,533,131		11,304
Barratt Developments PLC (a)	476,600		2,304
BG Group PLC	373,292		6,289
British American Tobacco PLC sponsored ADR	162,600		18,052
BT Group PLC	438,800		1,887
Bunzl PLC	74,300		1,476
Capita Group PLC	213,800		2,997
Compass Group PLC	363,100		4,777
Dechra Pharmaceuticals PLC	360,400		4,020
Diploma PLC	220,000		1,950
Domino's Pizza UK & IRL PLC	318,500		3,221
Dunelm Group PLC	343,700		4,511
Filtrona PLC	693,600		7,612
GlaxoSmithKline PLC	1,240,600		32,009
Hikma Pharmaceuticals PLC	253,868		3,853
HSBC Holdings PLC sponsored ADR	691,300		37,925
IMI PLC	89,800		1,728
Imperial Tobacco Group PLC	132,921		4,749
InterContinental Hotel Group PLC	175,880		5,197
Intertek Group PLC	198,300		10,190
Johnson Matthey PLC	53,800		2,026
Kingfisher PLC	1,410,400		6,860
Lloyds Banking Group PLC (a)	7,284,900		6,188
Next PLC	257,200		17,415
Persimmon PLC	143,600		2,409
Prudential PLC	605,262		10,407
Reckitt Benckiser Group PLC	234,213		17,085
Reed Elsevier PLC	251,700		2,940
Rolls-Royce Group PLC	677,500		11,892
Rolls-Royce Group PLC (C Shares) (a)	95,577,600		148
Royal Dutch Shell PLC Class B (United Kingdom)	934,892		32,794
SABMiller PLC	52,800		2,845
Serco Group PLC	468,147		4,498
Smith & Nephew PLC	241,500		2,764
Spectris PLC	55,600		1,822
Standard Chartered PLC (United Kingdom)	392,332		9,854
Common Stocks - continued
	Shares		Value (000s)
United Kingdom - continued
Taylor Wimpey PLC	5,848,600		$ 8,449
Tesco PLC	1,217,300		6,924
Travis Perkins PLC	42,300		942
Vodafone Group PLC sponsored ADR	949,600		29,048
Whitbread PLC	121,204		4,810
TOTAL UNITED KINGDOM			351,877
United States of America - 5.4%
AbbVie, Inc.	224,800		10,352
Anadarko Petroleum Corp.	34,600		2,933
Beam, Inc.	55,600		3,598
BioMarin Pharmaceutical, Inc. (a)	45,700		2,998
Cummins, Inc.	39,000		4,149
D.R. Horton, Inc.	147,500		3,847
Gilead Sciences, Inc. (a)	212,400		10,756
Las Vegas Sands Corp.	160,300		9,017
MasterCard, Inc. Class A	19,440		10,749
Monsanto Co.	44,600		4,764
News Corp. Class B	145,700		4,534
Noble Energy, Inc.	75,600		8,565
PriceSmart, Inc.	26,300		2,347
salesforce.com, Inc. (a)	40,000		1,644
The Blackstone Group LP	227,700		4,679
Time Warner, Inc.	30,700		1,835
ViroPharma, Inc. (a)	112,900		3,077
Visa, Inc. Class A	64,100		10,798
Yum! Brands, Inc.	42,200		2,875
TOTAL UNITED STATES OF AMERICA			103,517
TOTAL COMMON STOCKS (Cost $1,433,627)		1,842,175
Nonconvertible Preferred Stocks - 1.8%
Germany - 1.8%
Henkel AG & Co. KGaA	119,400		11,259
ProSiebenSat.1 Media AG	145,600		5,576
Sartorius AG (non-vtg.)	34,600		3,712
Volkswagen AG	67,500		13,681
TOTAL GERMANY			34,228
Nonconvertible Preferred Stocks - continued
	Shares		Value (000s)
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	80,622,500		$ 125
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $23,036)		34,353
Investment Companies - 0.5%
United States of America - 0.5%
WisdomTree Japan Hedged Equity ETF (d) (Cost $9,247)	197,000		9,369

Government Obligations - 0.0%
	Principal Amount (000s)
United States of America - 0.0%
U.S. Treasury Bills, yield at date of purchase 0.05% to 0.07% 5/30/13 to 7/5/13 (e) (Cost $470)	$ 470	470

Money Market Funds - 10.7%
	Shares
Fidelity Cash Central Fund, 0.13% (b)	51,491,264		51,491
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	154,461,343		154,461
TOTAL MONEY MARKET FUNDS (Cost $205,952)		205,952
TOTAL INVESTMENT PORTFOLIO - 108.7% (Cost $1,672,332)			2,092,319
NET OTHER ASSETS (LIABILITIES) - (8.7)%			(168,147)
NET ASSETS - 100%		$ 1,924,172

Futures Contracts
	Expiration Date	Underlying Face Amount at Value (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Purchased
Equity Index Contracts
139 CME NIKKEI 225 Index Contracts (Japan)	June 2013	$ 9,878	$ 757
77 CME NIKKEI 225 Index Contracts (Japan)	June 2013	5,355	822
TOTAL EQUITY INDEX CONTRACTS		$ 15,233	$ 1,579

The face value of futures purchased as a percentage of net assets is 0.8%

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

(e) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $470,000.

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 (Amounts in thousands)
Fidelity Cash Central Fund	$ 41
Fidelity Securities Lending Cash Central Fund	351
Total	$ 392

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 305,422	$ 246,791	$ 58,631	$ -
Consumer Staples	306,489	167,481	139,008	-
Energy	80,627	42,041	38,586	-
Financials	381,683	223,127	158,556	-
Health Care	279,988	140,182	139,806	-
Industrials	135,967	121,275	14,692	-
Information Technology	170,308	99,070	71,238	-
Materials	139,369	105,715	33,654	-
Telecommunication Services	76,675	57,748	18,927	-
Investment Companies	9,369	9,369	-	-
Government Obligations	470	-	470	-
Money Market Funds	205,952	205,952	-	-
Total Investments in Securities:	$ 2,092,319	$ 1,418,751	$ 673,568	$ -
Derivative Instruments:
Assets
Futures Contracts	$ 1,579	$ 1,579	$ -	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total (000s)
Level 1 to Level 2	$ 270,820
Level 2 to Level 1	$ 0

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of April 30, 2013. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type (Amounts in thousands)	Value
	Asset	Liability
Equity Risk
Futures Contracts (a)	$ 1,579	$ -
Total Value of Derivatives	$ 1,579	$ -

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $148,257) - See accompanying schedule: Unaffiliated issuers (cost $1,466,380)	$ 1,886,367
Fidelity Central Funds (cost $205,952)	205,952
Total Investments (cost $1,672,332)		$ 2,092,319
Foreign currency held at value (cost $1,582)		1,583
Receivable for investments sold		6,441
Receivable for fund shares sold		1,657
Dividends receivable		8,093
Distributions receivable from Fidelity Central Funds		219
Receivable for daily variation margin on futures contracts		11
Prepaid expenses		1
Other receivables		354
Total assets		2,110,678
Liabilities
Payable for investments purchased	$ 23,178
Payable for fund shares redeemed	4,184
Accrued management fee	1,096
Distribution and service plan fees payable	516
Other affiliated payables	471
Other payables and accrued expenses	2,600
Collateral on securities loaned, at value	154,461
Total liabilities		186,506
Net Assets		$ 1,924,172
Net Assets consist of:
Paid in capital		$ 4,425,433
Undistributed net investment income		6,978
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(2,927,354)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		419,115
Net Assets		$ 1,924,172

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($712,571 ÷ 40,244 shares)		$ 17.71
Maximum offering price per share (100/94.25 of $17.71)		$ 18.79
Class T: Net Asset Value and redemption price per share ($312,043 ÷ 17,753 shares)		$ 17.58
Maximum offering price per share (100/96.50 of $17.58)		$ 18.22
Class B: Net Asset Value and offering price per share ($44,932 ÷ 2,639 shares)A		$ 17.03
Class C: Net Asset Value and offering price per share ($255,994 ÷ 15,051 shares)A		$ 17.01
Institutional Class: Net Asset Value, offering price and redemption price per share ($598,632 ÷ 33,287 shares)		$ 17.98

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

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

Semiannual Report

Statement of Operations

Amounts in thousands Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 23,039
Income from Fidelity Central Funds		392
Income before foreign taxes withheld		23,431
Less foreign taxes withheld		(1,646)
Total income		21,785
Expenses
Management fee	$ 6,686
Transfer agent fees	2,464
Distribution and service plan fees	3,176
Accounting and security lending fees	422
Custodian fees and expenses	169
Independent trustees' compensation	6
Registration fees	87
Audit	62
Legal	5
Miscellaneous	6
Total expenses before reductions	13,083
Expense reductions	(403)	12,680
Net investment income (loss)		9,105
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	95,088
Foreign currency transactions	(68)
Futures contracts	61
Total net realized gain (loss)		95,081
Change in net unrealized appreciation (depreciation) on: Investment securities	165,270
Assets and liabilities in foreign currencies	35
Futures contracts	1,579
Total change in net unrealized appreciation (depreciation)		166,884
Net gain (loss)		261,965
Net increase (decrease) in net assets resulting from operations		$ 271,070

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 9,105	$ 23,245
Net realized gain (loss)	95,081	39,797
Change in net unrealized appreciation (depreciation)	166,884	88,398
Net increase (decrease) in net assets resulting from operations	271,070	151,440
Distributions to shareholders from net investment income	(23,595)	(28,136)
Distributions to shareholders from net realized gain	(7,342)	-
Total distributions	(30,937)	(28,136)
Share transactions - net increase (decrease)	(232,969)	(644,922)
Redemption fees	10	42
Total increase (decrease) in net assets	7,174	(521,576)
Net Assets
Beginning of period	1,916,998	2,438,574
End of period (including undistributed net investment income of $6,978 and undistributed net investment income of $21,468, respectively)	$ 1,924,172	$ 1,916,998

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 15.63	$ 14.61	$ 15.63	$ 14.25	$ 12.57	$ 26.62
Income from Investment Operations
Net investment income (loss) E	.08	.18	.22 H	.14	.17	.36
Net realized and unrealized gain (loss)	2.27	1.03	(1.01)	1.44	1.96	(11.15)
Total from investment operations	2.35	1.21	(.79)	1.58	2.13	(10.79)
Distributions from net investment income	(.21)	(.19)	(.20)	(.19)	(.45)	(.24)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.27)	(.19)	(.23)	(.20)	(.45)	(3.26)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.71	$ 15.63	$ 14.61	$ 15.63	$ 14.25	$ 12.57
Total Return B, C, D	15.24%	8.47%	(5.15)%	11.17%	18.16%	(45.95)%
Ratios to Average Net Assets F, I
Expenses before reductions	1.32% A	1.32%	1.31%	1.32%	1.34%	1.26%
Expenses net of fee waivers, if any	1.32% A	1.32%	1.31%	1.32%	1.34%	1.26%
Expenses net of all reductions	1.27% A	1.31%	1.29%	1.30%	1.31%	1.22%
Net investment income (loss)	1.03% A	1.20%	1.38% H	.95%	1.43%	1.80%
Supplemental Data
Net assets, end of period (in millions)	$ 713	$ 762	$ 916	$ 1,302	$ 1,662	$ 2,004
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .98%.

^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 reductions from 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.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 15.49	$ 14.46	$ 15.47	$ 14.11	$ 12.42	$ 26.30
Income from Investment Operations
Net investment income (loss) E	.06	.14	.18 H	.10	.14	.31
Net realized and unrealized gain (loss)	2.25	1.03	(.99)	1.43	1.94	(11.01)
Total from investment operations	2.31	1.17	(.81)	1.53	2.08	(10.70)
Distributions from net investment income	(.16)	(.14)	(.16)	(.16)	(.39)	(.16)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.22)	(.14)	(.20) K	(.17)	(.39)	(3.18)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.58	$ 15.49	$ 14.46	$ 15.47	$ 14.11	$ 12.42
Total Return B, C, D	15.11%	8.17%	(5.35)%	10.88%	17.84%	(46.04)%
Ratios to Average Net Assets F, I
Expenses before reductions	1.57% A	1.58%	1.55%	1.55%	1.58%	1.49%
Expenses net of fee waivers, if any	1.57% A	1.58%	1.55%	1.55%	1.58%	1.49%
Expenses net of all reductions	1.52% A	1.57%	1.53%	1.53%	1.55%	1.44%
Net investment income (loss)	.77% A	.94%	1.14% H	.71%	1.19%	1.57%
Supplemental Data
Net assets, end of period (in millions)	$ 312	$ 304	$ 404	$ 621	$ 832	$ 1,110
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .74%.

^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 reductions from 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 Total distributions of $.20 per share is comprised of distributions from net investment income of $.164 and distributions from net realized gain of $.034 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 14.95	$ 13.91	$ 14.91	$ 13.61	$ 11.95	$ 25.44
Income from Investment Operations
Net investment income (loss) E	.02	.06	.09 H	.02	.08	.18
Net realized and unrealized gain (loss)	2.18	1.00	(.96)	1.38	1.88	(10.62)
Total from investment operations	2.20	1.06	(.87)	1.40	1.96	(10.44)
Distributions from net investment income	(.06)	(.02)	(.10)	(.09)	(.30)	(.03)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.12)	(.02)	(.13)	(.10)	(.30)	(3.05)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.03	$ 14.95	$ 13.91	$ 14.91	$ 13.61	$ 11.95
Total Return B, C, D	14.80%	7.64%	(5.89)%	10.34%	17.25%	(46.39)%
Ratios to Average Net Assets F, I
Expenses before reductions	2.09% A	2.08%	2.08%	2.09%	2.10%	2.08%
Expenses net of fee waivers, if any	2.09% A	2.08%	2.08%	2.09%	2.10%	2.08%
Expenses net of all reductions	2.05% A	2.07%	2.06%	2.07%	2.07%	2.04%
Net investment income (loss)	.25% A	.44%	.61% H	.18%	.67%	.97%
Supplemental Data
Net assets, end of period (in millions)	$ 45	$ 59	$ 94	$ 157	$ 191	$ 221
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .21%.

^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 reductions from 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.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 14.97	$ 13.95	$ 14.95	$ 13.65	$ 11.98	$ 25.50
Income from Investment Operations
Net investment income (loss) E	.02	.06	.10 H	.03	.08	.20
Net realized and unrealized gain (loss)	2.17	1.01	(.96)	1.38	1.89	(10.64)
Total from investment operations	2.19	1.07	(.86)	1.41	1.97	(10.44)
Distributions from net investment income	(.09)	(.05)	(.11)	(.10)	(.30)	(.06)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.15)	(.05)	(.14)	(.11)	(.30)	(3.08)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 17.01	$ 14.97	$ 13.95	$ 14.95	$ 13.65	$ 11.98
Total Return B, C, D	14.77%	7.71%	(5.83)%	10.32%	17.24%	(46.33)%
Ratios to Average Net Assets F, I
Expenses before reductions	2.05% A	2.06%	2.05%	2.06%	2.09%	2.01%
Expenses net of fee waivers, if any	2.05% A	2.06%	2.05%	2.06%	2.09%	2.01%
Expenses net of all reductions	2.01% A	2.05%	2.03%	2.04%	2.06%	1.97%
Net investment income (loss)	.29% A	.46%	.64% H	.21%	.68%	1.04%
Supplemental Data
Net assets, end of period (in millions)	$ 256	$ 246	$ 302	$ 419	$ 502	$ 618
Portfolio turnover rate G	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .24%.

^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 reductions from 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.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 15.90	$ 14.87	$ 15.90	$ 14.48	$ 12.81	$ 27.06
Income from Investment Operations
Net investment income (loss) D	.11	.23	.28 G	.19	.21	.41
Net realized and unrealized gain (loss)	2.29	1.05	(1.03)	1.47	1.98	(11.34)
Total from investment operations	2.40	1.28	(.75)	1.66	2.19	(10.93)
Distributions from net investment income	(.26)	(.25)	(.25)	(.23)	(.52)	(.30)
Distributions from net realized gain	(.06)	-	(.03)	(.01)	-	(3.02)
Total distributions	(.32)	(.25)	(.28)	(.24)	(.52)	(3.32)
Redemption fees added to paid in capital D, I	-	-	-	-	-	-
Net asset value, end of period	$ 17.98	$ 15.90	$ 14.87	$ 15.90	$ 14.48	$ 12.81
Total Return B, C	15.35%	8.83%	(4.85)%	11.55%	18.45%	(45.79)%
Ratios to Average Net Assets E, H
Expenses before reductions	1.00% A	1.00%	.99%	.99%	1.07%	.99%
Expenses net of fee waivers, if any	1.00% A	1.00%	.99%	.99%	1.07%	.99%
Expenses net of all reductions	.96% A	.99%	.97%	.97%	1.04%	.94%
Net investment income (loss)	1.34% A	1.52%	1.70% G	1.28%	1.70%	2.07%
Supplemental Data
Net assets, end of period (in millions)	$ 599	$ 546	$ 723	$ 1,316	$ 1,540	$ 2,235
Portfolio turnover rate F	50% A	34%	48%	59%	92%	88%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

^G Investment income per share reflects a large, non-recurring dividend which amounted to $.06 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been 1.30%.

^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 reductions from 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

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Diversified International Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality,

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

coupon, maturity and type as well as broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. ETFs are valued at their last sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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 foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation	$ 443,676
Gross unrealized depreciation	(38,540)
Net unrealized appreciation (depreciation) on securities and other investments	$ 405,136
Tax cost	$ 1,687,183

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Capital loss carryforwards were as follows:

Fiscal year of expiration
2017	$ (3,001,620)

Semiannual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. The Financial Accounting Standards Board issued in December 2011, Accounting Standard Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities, and in January 2013, Accounting Standards Update No. 2013-1 Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. These updates create new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of Assets and Liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Management is currently evaluating the impact of the update's adoption on the Fund's financial statement disclosures.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts is mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of activity for the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $61 and a change in net unrealized appreciation (depreciation) of $1,579 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

Semiannual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $458,810 and $716,973, 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 an annualized 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 Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 909	$ 78
Class T	.25%	.25%	762	6
Class B	.75%	.25%	267	201
Class C	.75%	.25%	1,238	51
			$ 3,176	$ 336

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

	Retained by FDC
Class A	$ 40
Class T	10
Class B*	22
Class C*	2
	$ 74

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

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

	Amount	% of Average Net Assets*
Class A	$ 1,019	.28
Class T	429	.28
Class B	81	.30
Class C	329	.27
Institutional Class	606	.22
	$ 2,464

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1 for the period.

Semiannual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2 and is reflected in Miscellaneous expenses 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 through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $351. During the period, there were no securities loaned to FCM.

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 $403 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 9,993	$ 11,830
Class T	3,119	3,677
Class B	218	137
Class C	1,491	1,044
Institutional Class	8,774	11,448
Total	$ 23,595	$ 28,136
From net realized gain
Class A	$ 2,917	$ -
Class T	1,167	-
Class B	229	-
Class C	978	-
Institutional Class	2,051	-
Total	$ 7,342	$ -

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	3,067	7,355	$ 50,682	$ 107,661
Reinvestment of distributions	758	768	12,002	10,735
Shares redeemed	(12,325)	(22,053)	(204,849)	(321,084)
Net increase (decrease)	(8,500)	(13,930)	$ (142,165)	$ (202,688)
Class T
Shares sold	737	1,704	$ 12,030	$ 24,709
Reinvestment of distributions	255	246	4,007	3,415
Shares redeemed	(2,857)	(10,272)	(46,490)	(148,591)
Net increase (decrease)	(1,865)	(8,322)	$ (30,453)	$ (120,467)
Class B
Shares sold	8	22	$ 129	$ 305
Reinvestment of distributions	26	9	396	118
Shares redeemed	(1,369)	(2,779)	(21,752)	(39,153)
Net increase (decrease)	(1,335)	(2,748)	$ (21,227)	$ (38,730)

Semiannual Report

11. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class C
Shares sold	430	700	$ 6,792	$ 9,812
Reinvestment of distributions	129	60	1,968	813
Shares redeemed	(1,923)	(5,985)	(30,221)	(83,760)
Net increase (decrease)	(1,364)	(5,225)	$ (21,461)	$ (73,135)
Institutional Class
Shares sold	2,298	7,200	$ 38,445	$ 106,131
Reinvestment of distributions	586	640	9,415	9,062
Shares redeemed	(3,953)	(22,132)	(65,523)	(325,095)
Net increase (decrease)	(1,069)	(14,292)	$ (17,663)	$ (209,902)

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

ADIFI-USAN-0613
1.784872.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Emerging Asia

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense RatioB	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.41%
Actual		$ 1,000.00	$ 1,093.60	$ 7.32
HypotheticalA		$ 1,000.00	$ 1,017.80	$ 7.05
Class T	1.70%
Actual		$ 1,000.00	$ 1,092.20	$ 8.82
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,089.70	$ 11.40
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.16%
Actual		$ 1,000.00	$ 1,089.80	$ 11.19
HypotheticalA		$ 1,000.00	$ 1,014.08	$ 10.79
Institutional Class	1.11%
Actual		$ 1,000.00	$ 1,095.50	$ 5.77
HypotheticalA		$ 1,000.00	$ 1,019.29	$ 5.56

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Samsung Electronics Co. Ltd.	6.5	6.4
Taiwan Semiconductor Manufacturing Co. Ltd.	3.9	1.5
China Mobile Ltd.	2.8	1.3
AIA Group Ltd.	2.5	2.3
China Construction Bank Corp. (H Shares)	2.5	2.4
Industrial & Commercial Bank of China Ltd. (H Shares)	2.0	2.2
Tencent Holdings Ltd.	1.8	1.7
PT Bank Rakyat Indonesia Tbk	1.6	1.2
Hyundai Motor Co.	1.5	1.6
Housing Development Finance Corp. Ltd.	1.3	1.1
	26.4
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	33.4	31.4
Information Technology	18.7	19.2
Consumer Discretionary	9.2	8.8
Telecommunication Services	7.9	7.3
Industrials	7.7	8.8

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 98.1%		Stocks 99.8%
	Short-Term Investments and Net Other Assets (Liabilities) 1.9%		Short-Term Investments and Net Other Assets (Liabilities) 0.2%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%
	Shares		Value
Bermuda - 1.7%
BW Offshore Ltd.	139,400		$ 131,507
Cafe de Coral Holdings Ltd.	182,000		578,120
Cheung Kong Infrastructure Holdings Ltd.	198,000		1,436,493
CSI Properties Ltd.	3,770,000		177,323
Genting Hong Kong Ltd. (a)	490,000		232,750
Hongkong Land Holdings Ltd.	67,000		486,420
Kunlun Energy Co. Ltd.	694,000		1,357,567
Luk Fook Holdings International Ltd.	66,000		187,110
Man Wah Holdings Ltd.	720,000		700,502
Mandarin Oriental International Ltd.	43,000		73,745
Oriental Watch Holdings Ltd.	1,474,000		480,560
Skyworth Digital Holdings Ltd.	242,000		199,272
TOTAL BERMUDA			6,041,369
Canada - 0.0%
Turquoise Hill Resources Ltd. (a)	14,600		102,893
Cayman Islands - 7.5%
51job, Inc. sponsored ADR (a)	4,300		247,680
7 Days Group Holdings Ltd. ADR (a)	24,800		337,032
Baoxin Auto Group Ltd.	203,000		177,098
Chailease Holding Co. Ltd.	98,000		295,097
China Lodging Group Ltd. ADR (a)	20,500		312,420
China Medical System Holdings Ltd.	615,000		603,100
China Metal Recycling (Holdings) Ltd.	273,000		232,221
China Sanjiang Fine Chemicals	450,000		218,617
China Shanshui Cement Group Ltd.	926,000		523,848
China Shineway Pharmaceutical Group Ltd.	210,000		373,446
Chu Kong Petroleum & Natural Gas Steel Pipe Holdings Ltd.	410,000		200,241
Coastal Energy Co. (a)	7,300		139,921
ENN Energy Holdings Ltd.	172,000		995,187
Haitian International Holdings Ltd.	291,000		497,990
Hengan International Group Co. Ltd.	223,000		2,304,672
Honghua Group Ltd.	629,000		306,388
Kingsoft Corp. Ltd.	542,000		623,707
KWG Property Holding Ltd.	1,503,000		1,038,135
Lee & Man Paper Manufacturing Ltd.	1,387,000		1,031,293
Lifestyle International Holdings Ltd.	73,500		162,341
Longfor Properties Co. Ltd.	366,500		612,081
Melco PBL Entertainment (Macau) Ltd. sponsored ADR (a)	43,600		1,072,996
Mindray Medical International Ltd. sponsored ADR	4,600		181,654
New World Department Store China Ltd.	794,000		409,270
O-Net Communications Group Ltd.	703,000		158,534
Common Stocks - continued
	Shares		Value
Cayman Islands - continued
Pacific Textile Holdings Ltd.	217,000		$ 267,889
Pactera Technology International Ltd. ADR	16,210		82,509
Samson Holding Ltd.	4,000,000		737,099
Shenzhou International Group Holdings Ltd.	32,000		92,782
Shimao Property Holdings Ltd.	248,000		534,340
SouFun Holdings Ltd. ADR (d)	28,700		734,433
Springland International Holdings Ltd.	2,154,000		1,121,391
SPT Energy Group, Inc.	380,000		185,100
TCC International Holdings Ltd.	204,000		58,097
Tencent Holdings Ltd.	179,900		6,171,193
Tiangong International Co. Ltd.	782,000		220,689
TPK Holding Co. Ltd.	51,000		1,035,910
Vinda International Holdings Ltd.	76,000		99,307
Wynn Macau Ltd.	380,000		1,153,199
Xueda Education Group sponsored ADR	88,200		300,762
Zhen Ding Technology Holding Ltd.	48,000		117,355
TOTAL CAYMAN ISLANDS			25,967,024
China - 11.0%
Air China Ltd. (H Shares)	1,728,000		1,398,406
China Communications Services Corp. Ltd. (H Shares)	3,886,000		2,844,337
China Construction Bank Corp. (H Shares)	10,477,000		8,775,668
China Eastern Airlines Corp. Ltd. (H Shares) (a)	1,268,000		508,171
China Longyuan Power Grid Corp. Ltd. (H Shares)	749,000		686,248
China Merchants Bank Co. Ltd. (H Shares)	685,000		1,460,010
China National Building Materials Co. Ltd. (H Shares)	694,000		819,190
China Oilfield Services Ltd. (H Shares)	412,000		812,304
China Pacific Insurance Group Co. Ltd. (H Shares)	531,600		1,911,257
China Petroleum & Chemical Corp. (H Shares)	1,136,000		1,253,649
China Railway Construction Corp. Ltd. (H Shares)	1,098,500		1,108,388
China Railway Group Ltd. (H Shares)	1,834,000		966,613
China Shenhua Energy Co. Ltd. (H Shares)	833,000		2,946,573
China Southern Airlines Ltd. (H Shares)	2,514,000		1,321,768
China Suntien Green Energy Corp. Ltd. (H Shares)	2,431,000		704,851
Great Wall Motor Co. Ltd. (H Shares)	302,000		1,309,549
Guangzhou R&F Properties Co. Ltd. (H Shares)	642,400		1,162,258
Huaneng Renewables Corp. Ltd. (H Shares) (a)	1,874,000		632,704
Industrial & Commercial Bank of China Ltd. (H Shares)	9,834,000		6,919,150
Sinotrans Ltd. (H Shares)	2,119,000		453,282
Yantai Changyu Pioneer Wine Co. (B Shares)	26,300		119,941
TOTAL CHINA			38,114,317
Common Stocks - continued
	Shares		Value
Hong Kong - 14.3%
AIA Group Ltd.	1,983,400		$ 8,805,001
BOC Hong Kong (Holdings) Ltd.	648,000		2,229,545
Cheung Kong Holdings Ltd.	274,000		4,124,044
China Everbright Ltd.	266,000		422,987
China Mobile Ltd.	868,500		9,552,297
China Resources Power Holdings Co. Ltd.	540,000		1,767,492
City Telecom (HK) Ltd. (CTI)	1,484,000		450,764
Galaxy Entertainment Group Ltd. (a)	417,000		1,867,329
Hysan Development Co. Ltd.	314,000		1,555,808
Lai Sun Development Co. Ltd. (a)	4,142,000		124,364
Lenovo Group Ltd.	2,690,000		2,457,697
Magnificent Estates Ltd.	1,922,000		111,454
Melco International Development Ltd.	616,000		1,198,637
New World Development Co. Ltd.	1,090,437		1,902,607
PCCW Ltd.	6,123,000		3,116,673
Power Assets Holdings Ltd.	429,000		4,190,409
Singamas Container Holdings Ltd.	1,354,000		331,514
Sun Hung Kai Properties Ltd.	284,976		4,120,321
Vitasoy International Holdings Ltd.	394,000		477,259
Wing Hang Bank Ltd.	73,500		772,398
TOTAL HONG KONG			49,578,600
India - 10.2%
Aditya Birla Nuvo Ltd.	37,660		735,487
Apollo Hospitals Enterprise Ltd.	35,992		559,272
Apollo Tyres Ltd. (a)	433,261		779,603
Axis Bank Ltd.	90,073		2,504,461
Bharat Heavy Electricals Ltd.	97,158		348,835
Britannia Industries Ltd. (a)	15,444		166,810
Cox & Kings India Ltd.	69,582		167,264
Dena Bank	289,157		492,052
Dish TV India Ltd. (a)	183,743		231,711
Gateway Distriparks Ltd.	178,612		408,727
Grasim Industries Ltd. (a)	35,290		1,948,344
Hathway Cable & Datacom Ltd. (a)	138,178		651,188
HCL Infosystems Ltd.	318,811		231,603
HDFC Bank Ltd.	287,584		3,664,458
Hindalco Industries Ltd.	821,522		1,488,181
Housing Development Finance Corp. Ltd. (a)	275,048		4,342,567
ICICI Bank Ltd.	80,680		1,758,229
IDBI Bank Ltd. (a)	198,940		327,027
INFO Edge India Ltd.	9,106		59,816
Common Stocks - continued
	Shares		Value
India - continued
Ipca Laboratories Ltd.	40,891		$ 387,164
ITC Ltd.	386,986		2,370,501
Jaypee Infratech Ltd. (a)	349,403		242,763
Jubilant Foodworks Ltd. (a)	9,696		200,395
Larsen & Toubro Ltd.	55,356		1,559,269
Mahindra & Mahindra Financial Services Ltd.	272,290		1,155,147
Manappuram General Finance & Leasing Ltd.	315,220		101,873
Maruti Suzuki India Ltd.	40,559		1,315,622
McLeod Russel India Ltd. (a)	83,197		485,296
MindTree Consulting Ltd.	22,528		336,462
Muthoot Finance Ltd. (a)	123,681		302,953
NIIT Technologies Ltd.	77,144		373,757
NTPC Ltd.	268,892		788,119
Opto Circuits India Ltd.	107,200		116,715
Petronet LNG Ltd.	393,494		1,022,857
Shriram City Union Finance Ltd.	29,209		558,771
Strides Arcolab Ltd.	41,354		659,499
Tata Chemicals Ltd. (a)	180,328		1,087,813
Tech Mahindra Ltd. (a)	31,879		566,055
Yes Bank Ltd.	69,097		661,806
Zydus Wellness Ltd.	7,735		63,972
TOTAL INDIA			35,222,444
Indonesia - 4.9%
PT ACE Hardware Indonesia Tbk	4,525,000		456,106
PT Bank Bukopin Tbk	7,892,500		746,833
PT Bank Mandiri (Persero) Tbk	2,751,000		2,970,989
PT Bank Rakyat Indonesia Tbk	5,801,000		5,608,567
PT BISI International Tbk	1,735,500		132,092
PT Global Mediacom Tbk	4,695,500		1,050,418
PT Kalbe Farma Tbk	7,747,500		1,107,637
PT Media Nusantara Citra Tbk	697,500		224,190
PT Pembangunan Perumahan Persero Tbk	7,025,500		1,026,093
PT Telkomunikasi Indonesia Tbk Series B	2,771,500		3,339,051
PT Tempo Scan Pacific Tbk	963,000		336,765
TOTAL INDONESIA			16,998,741
Japan - 0.2%
Fuji Media Holdings, Inc.	86		186,924
Suzuki Motor Corp.	21,400		549,899
TOTAL JAPAN			736,823
Common Stocks - continued
	Shares		Value
Korea (South) - 19.2%
Chong Kun Dang Pharmaceutical Corp.	4,900		$ 272,664
CJ CheilJedang Corp.	2,482		734,499
CJ Corp.	19,705		2,584,737
DGB Financial Group Co. Ltd.	162,470		2,271,255
Hanjin Shipping Co. Ltd. (a)	96,070		718,600
Hotel Shilla Co.	37,626		1,987,847
Hyundai Hysco Co. Ltd.	18,710		523,114
Hyundai Motor Co.	28,093		5,087,601
Hyundai Steel Co.	22,011		1,522,533
Hyundai Wia Corp.	6,884		887,363
Industrial Bank of Korea	66,660		762,444
KCC Corp.	1,444		428,634
Korea Electric Power Corp. (a)	49,020		1,412,959
LG Chemical Ltd.	10,419		2,459,073
LG Home Shopping, Inc.	3,707		765,891
LG International Corp.	38,450		1,239,072
LG Telecom Ltd.	119,260		1,125,901
Lotte Samkang Co. Ltd.	3,184		2,543,477
Paradise Co. Ltd.	28,765		596,654
POSCO	12,491		3,589,242
S-Oil Corp.	22,870		1,837,306
Samsung Electronics Co. Ltd.	16,415		22,649,389
Samsung Heavy Industries Co. Ltd.	80,390		2,557,773
SBS Contents Hub Co. Ltd.	12,352		165,387
Shinhan Financial Group Co. Ltd.	69,760		2,415,604
SK Chemicals Co. Ltd.	7,914		335,853
SK Energy Co. Ltd.	17,968		2,446,600
SK Holdings Co. Ltd.	13,892		1,998,785
Soulbrain Co. Ltd.	16,567		691,037
TOTAL KOREA (SOUTH)			66,611,294
Malaysia - 1.7%
Bumiputra-Commerce Holdings Bhd	1,359,200		3,457,751
Glomac Bhd	1,063,500		328,575
Malaysian Plantations Bhd	508,000		744,677
Telekom Malaysia Bhd	486,400		882,474
TIME dotCom Bhd	293,300		382,712
Top Glove Corp. Bhd	98,600		204,816
TOTAL MALAYSIA			6,001,005
Papua New Guinea - 0.3%
Oil Search Ltd. ADR	131,727		1,014,651
Common Stocks - continued
	Shares		Value
Philippines - 1.9%
Alliance Global Group, Inc.	929,800		$ 535,185
Cebu Air, Inc.	254,000		502,448
Manila Water Co., Inc.	2,068,100		2,006,572
PUREGOLD Price Club, Inc.	954,100		924,556
Security Bank Corp.	262,470		1,257,051
SM Investments Corp.	48,890		1,359,540
TOTAL PHILIPPINES			6,585,352
Singapore - 4.8%
Ascendas Real Estate Investment Trust	900,000		2,009,418
Avago Technologies Ltd.	39,700		1,268,812
Ezion Holdings Ltd.	101,000		167,281
First Resources Ltd.	697,000		978,980
Global Logistic Properties Ltd.	574,000		1,286,222
K-REIT Asia	55,400		67,918
Keppel Corp. Ltd.	277,000		2,408,598
Mapletree Industrial (REIT)	980,826		1,250,221
Mapletree Logistics Trust (REIT)	1,498,243		1,593,487
StarHub Ltd.	222,000		852,529
UOL Group Ltd.	404,000		2,338,654
Wilmar International Ltd.	520,000		1,405,862
Wing Tai Holdings Ltd.	213,000		376,991
Yanlord Land Group Ltd.	401,000		459,048
TOTAL SINGAPORE			16,464,021
Taiwan - 11.6%
ASUSTeK Computer, Inc.	270,000		3,144,964
Chicony Electronics Co. Ltd.	372,075		1,092,631
Chinatrust Financial Holding Co. Ltd.	4,520,295		2,743,753
Chipbond Technology Corp.	639,000		1,625,127
E.SUN Financial Holdings Co. Ltd.	131,096		79,129
ECLAT Textile Co. Ltd.	30,000		181,078
Far EasTone Telecommunications Co. Ltd.	476,000		1,160,543
Fubon Financial Holding Co. Ltd.	1,735,000		2,479,832
Hon Hai Precision Industry Co. Ltd. (Foxconn)	1,361,590		3,518,249
MediaTek, Inc.	289,000		3,527,976
Mega Financial Holding Co. Ltd.	1,777,000		1,370,863
Radiant Opto-Electronics Corp.	131,360		534,527
Taishin Financial Holdings Co. Ltd.	2,197,000		953,598
Taiwan Mobile Co. Ltd.	519,000		1,891,913
Taiwan Semiconductor Manufacturing Co. Ltd.	3,610,393		13,409,723
Common Stocks - continued
	Shares		Value
Taiwan - continued
Unified-President Enterprises Corp.	1,189,150		$ 2,342,815
Wowprime Corp.	13,000		183,605
TOTAL TAIWAN			40,240,326
Thailand - 6.9%
Advanced Info Service PCL (For. Reg.)	306,200		2,816,831
Airports of Thailand PCL (For. Reg.)	109,200		537,629
Amata Corp. PCL (For. Reg.)	663,700		520,106
Bangchak Petroleum PCL (For. Reg.)	308,700		381,273
Banpu PCL (For. Reg.)	39,900		463,574
BEC World PCL (For. Reg.)	309,800		707,210
Charoen Pokphand Foods PCL (For. Reg.)	994,000		1,075,281
Kasikornbank PCL:
NVDR	55,600		401,608
(For. Reg.)	427,500		3,146,167
Preuksa Real Estate PCL (For. Reg.)	1,227,800		1,223,617
PTT Global Chemical PCL (For. Reg.)	659,667		1,640,739
PTT PCL (For. Reg.)	356,500		3,959,761
Siam Commercial Bank PCL (For. Reg.)	685,100		4,341,690
Sino-Thai Engineering & Construction PCL (For. Reg.)	257,600		245,751
Thai Tap Water Supply PCL (For. Reg.)	1,488,500		532,513
Thai Union Frozen Products PCL (For. Reg.)	238,200		458,545
Thanachart Capital PCL (For. Reg.)	541,600		881,138
Toyo-Thai Corp. PCL	211,900		397,087
TOTAL THAILAND			23,730,520
United Kingdom - 0.9%
HSBC Holdings PLC (Hong Kong)	68,078		745,071
Standard Chartered PLC (Hong Kong)	77,428		1,956,616
Vedanta Resources PLC	24,900		467,622
TOTAL UNITED KINGDOM			3,169,309
United States of America - 1.0%
China Natural Gas, Inc. (a)(d)	13,300		6,650
Citigroup, Inc.	18,800		877,208
Cognizant Technology Solutions Corp. Class A (a)	8,800		570,240
Las Vegas Sands Corp.	29,700		1,670,625
Yum! Brands, Inc.	4,100		279,292
TOTAL UNITED STATES OF AMERICA			3,404,015
TOTAL COMMON STOCKS (Cost $275,729,314)		339,982,704
Money Market Funds - 1.0%
	Shares		Value
Fidelity Cash Central Fund, 0.13% (b)	2,819,052		$ 2,819,052
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	471,275		471,275
TOTAL MONEY MARKET FUNDS (Cost $3,290,327)		3,290,327
TOTAL INVESTMENT PORTFOLIO - 99.1% (Cost $279,019,641)			343,273,031
NET OTHER ASSETS (LIABILITIES) - 0.9%			3,156,537
NET ASSETS - 100%		$ 346,429,568

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

Affiliated Central Funds

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

Fund	Income earned
Fidelity Cash Central Fund	$ 4,175
Fidelity Securities Lending Cash Central Fund	4,292
Total	$ 8,467

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 31,694,557	$ 29,191,348	$ 2,503,209	$ -
Consumer Staples	16,683,865	16,683,865	-	-
Energy	19,331,404	18,077,755	1,253,649	-
Financials	114,964,259	105,227,039	9,737,220	-
Health Care	4,802,732	4,802,732	-	-
Industrials	26,668,825	26,668,825	-	-
Information Technology	64,456,056	51,046,333	13,409,723	-
Materials	18,960,399	13,190,592	5,537,586	232,221
Telecommunication Services	27,965,261	15,073,913	12,891,348	-
Utilities	14,455,346	13,042,387	1,412,959	-
Money Market Funds	3,290,327	3,290,327	-	-
Total Investments in Securities:	$ 343,273,031	$ 296,295,116	$ 46,745,694	$ 232,221

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $458,761) - See accompanying schedule: Unaffiliated issuers (cost $275,729,314)	$ 339,982,704
Fidelity Central Funds (cost $3,290,327)	3,290,327
Total Investments (cost $279,019,641)		$ 343,273,031
Foreign currency held at value (cost $1,431,839)		1,431,397
Receivable for investments sold		1,931,466
Receivable for fund shares sold		1,055,891
Dividends receivable		694,406
Distributions receivable from Fidelity Central Funds		1,342
Prepaid expenses		248
Other receivables		237,703
Total assets		348,625,484
Liabilities
Payable for investments purchased	$ 367,541
Payable for fund shares redeemed	832,642
Accrued management fee	197,606
Distribution and service plan fees payable	122,759
Other affiliated payables	91,384
Other payables and accrued expenses	112,709
Collateral on securities loaned, at value	471,275
Total liabilities		2,195,916
Net Assets		$ 346,429,568
Net Assets consist of:
Paid in capital		$ 286,343,353
Accumulated net investment loss		(730,865)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(3,409,048)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		64,226,128
Net Assets		$ 346,429,568

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($167,775,510 ÷ 5,388,765 shares)		$ 31.13
Maximum offering price per share (100/94.25 of $31.13)		$ 33.03
Class T: Net Asset Value and redemption price per share ($51,931,241 ÷ 1,709,837 shares)		$ 30.37
Maximum offering price per share (100/96.50 of $30.37)		$ 31.47
Class B: Net Asset Value and offering price per share ($13,106,484 ÷ 452,252 shares)A		$ 28.98
Class C: Net Asset Value and offering price per share ($69,770,941 ÷ 2,431,789 shares)A		$ 28.69
Institutional Class: Net Asset Value, offering price and redemption price per share ($43,845,392 ÷ 1,371,256 shares)		$ 31.97

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

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

Semiannual Report

Statement of Operations

	Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 2,388,334
Income from Fidelity Central Funds		8,467
Income before foreign taxes withheld		2,396,801
Less foreign taxes withheld		(202,345)
Total income		2,194,456
Expenses
Management fee	$ 1,209,949
Transfer agent fees	461,535
Distribution and service plan fees	754,656
Accounting and security lending fees	88,888
Custodian fees and expenses	110,278
Independent trustees' compensation	1,090
Registration fees	68,592
Audit	48,957
Legal	663
Interest	1,647
Miscellaneous	1,390
Total expenses before reductions	2,747,645
Expense reductions	(60,914)	2,686,731
Net investment income (loss)		(492,275)
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	11,450,156
Foreign currency transactions	36,688
Total net realized gain (loss)		11,486,844
Change in net unrealized appreciation (depreciation) on: Investment securities	19,012,374
Assets and liabilities in foreign currencies	19,294
Total change in net unrealized appreciation (depreciation)		19,031,668
Net gain (loss)		30,518,512
Net increase (decrease) in net assets resulting from operations		$ 30,026,237

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ (492,275)	$ 3,712,523
Net realized gain (loss)	11,486,844	(12,320,269)
Change in net unrealized appreciation (depreciation)	19,031,668	27,212,457
Net increase (decrease) in net assets resulting from operations	30,026,237	18,604,711
Distributions to shareholders from net investment income	(3,137,657)	(3,170,802)
Distributions to shareholders from net realized gain	(1,067,553)	(16,643,937)
Total distributions	(4,205,210)	(19,814,739)
Share transactions - net increase (decrease)	(12,120,379)	(50,574,411)
Redemption fees	20,453	36,772
Total increase (decrease) in net assets	13,721,101	(51,747,667)
Net Assets
Beginning of period	332,708,467	384,456,134
End of period (including accumulated net investment loss of $730,865 and undistributed net investment income of $2,899,067, respectively)	$ 346,429,568	$ 332,708,467

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 28.87	$ 28.70	$ 32.97	$ 25.96	$ 15.74	$ 37.55
Income from Investment Operations
Net investment income (loss) E	(.01)	.34	.35	.25	.19	.19
Net realized and unrealized gain (loss)	2.69	1.37	(2.62)	7.09	10.07	(18.72)
Total from investment operations	2.68	1.71	(2.27)	7.34	10.26	(18.53)
Distributions from net investment income	(.33)	(.31)	(.20)	(.12)	(.05)	(.23)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.42)	(1.54)	(2.01)	(.34)	(.05)	(3.29)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 31.13	$ 28.87	$ 28.70	$ 32.97	$ 25.96	$ 15.74
Total Return B, C, D	9.36%	6.36%	(7.44)%	28.53%	65.43%	(53.66)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.41% A	1.42%	1.39%	1.44%	1.54%	1.50%
Expenses net of fee waivers, if any	1.41% A	1.42%	1.39%	1.44%	1.50%	1.50%
Expenses net of all reductions	1.38% A	1.38%	1.35%	1.40%	1.41%	1.41%
Net investment income (loss)	(.10)% A	1.24%	1.12%	.86%	.94%	.73%
Supplemental Data
Net assets, end of period (000 omitted)	$ 167,776	$ 160,427	$ 179,346	$ 189,255	$ 131,564	$ 71,722
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 28.13	$ 27.98	$ 32.20	$ 25.40	$ 15.43	$ 36.88
Income from Investment Operations
Net investment income (loss) E	(.06)	.25	.25	.15	.14	.12
Net realized and unrealized gain (loss)	2.64	1.33	(2.55)	6.94	9.86	(18.38)
Total from investment operations	2.58	1.58	(2.30)	7.09	10.00	(18.26)
Distributions from net investment income	(.25)	(.20)	(.12)	(.08)	(.04)	(.14)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.34)	(1.43)	(1.93)	(.30)	(.04)	(3.20)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 30.37	$ 28.13	$ 27.98	$ 32.20	$ 25.40	$ 15.43
Total Return B, C, D	9.22%	6.04%	(7.70)%	28.13%	65.06%	(53.79)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.70% A	1.70%	1.70%	1.74%	1.84%	1.80%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.69%	1.74%	1.75%	1.75%
Expenses net of all reductions	1.67% A	1.67%	1.65%	1.70%	1.66%	1.66%
Net investment income (loss)	(.39)% A	.95%	.82%	.55%	.69%	.48%
Supplemental Data
Net assets, end of period (000 omitted)	$ 51,931	$ 49,359	$ 55,452	$ 61,620	$ 45,259	$ 25,205
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 26.77	$ 26.62	$ 30.72	$ 24.29	$ 14.82	$ 35.55
Income from Investment Operations
Net investment income (loss) E	(.12)	.12	.10	.02	.04	(.01)
Net realized and unrealized gain (loss)	2.51	1.26	(2.44)	6.61	9.45	(17.68)
Total from investment operations	2.39	1.38	(2.34)	6.63	9.49	(17.69)
Distributions from net investment income	(.09)	-	-	-	(.03)	-
Distributions from net realized gain	(.09)	(1.23)	(1.77)	(.21)	-	(3.05)
Total distributions	(.18)	(1.23)	(1.77)	(.21)	(.03)	(3.05)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 28.98	$ 26.77	$ 26.62	$ 30.72	$ 24.29	$ 14.82
Total Return B, C, D	8.97%	5.51%	(8.16)%	27.48%	64.23%	(54.01)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.20% A	2.19%	2.19%	2.24%	2.32%	2.29%
Expenses net of fee waivers, if any	2.20% A	2.19%	2.18%	2.24%	2.25%	2.25%
Expenses net of all reductions	2.16% A	2.16%	2.15%	2.20%	2.16%	2.16%
Net investment income (loss)	(.88)% A	.46%	.32%	.06%	.19%	(.02)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 13,106	$ 15,823	$ 20,831	$ 29,611	$ 25,750	$ 17,040
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 26.53	$ 26.44	$ 30.58	$ 24.19	$ 14.76	$ 35.48
Income from Investment Operations
Net investment income (loss) E	(.12)	.13	.11	.03	.04	- J
Net realized and unrealized gain (loss)	2.49	1.25	(2.41)	6.59	9.41	(17.63)
Total from investment operations	2.37	1.38	(2.30)	6.62	9.45	(17.63)
Distributions from net investment income	(.12)	(.06)	(.04)	(.02)	(.03)	(.04)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.21)	(1.29)	(1.85)	(.24)	(.03)	(3.10)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 28.69	$ 26.53	$ 26.44	$ 30.58	$ 24.19	$ 14.76
Total Return B, C, D	8.98%	5.57%	(8.10)%	27.58%	64.21%	(54.02)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.16% A	2.16%	2.13%	2.17%	2.28%	2.25%
Expenses net of fee waivers, if any	2.16% A	2.16%	2.13%	2.17%	2.25%	2.25%
Expenses net of all reductions	2.12% A	2.13%	2.10%	2.13%	2.16%	2.16%
Net investment income (loss)	(.84)% A	.49%	.37%	.12%	.19%	(.02)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 69,771	$ 67,074	$ 78,939	$ 87,089	$ 59,491	$ 30,577
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 29.67	$ 29.49	$ 33.80	$ 26.58	$ 16.07	$ 38.25
Income from Investment Operations
Net investment income (loss) D	.03	.44	.46	.34	.26	.27
Net realized and unrealized gain (loss)	2.78	1.39	(2.69)	7.26	10.29	(19.09)
Total from investment operations	2.81	1.83	(2.23)	7.60	10.55	(18.82)
Distributions from net investment income	(.41)	(.42)	(.29)	(.17)	(.05)	(.31)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.51) K	(1.65)	(2.09) J	(.39)	(.05)	(3.37)
Redemption fees added to paid in capital D	- I	- I	.01	.01	.01	.01
Net asset value, end of period	$ 31.97	$ 29.67	$ 29.49	$ 33.80	$ 26.58	$ 16.07
Total Return B, C	9.55%	6.64%	(7.13)%	28.87%	65.94%	(53.53)%
Ratios to Average Net Assets E, G
Expenses before reductions	1.11% A	1.11%	1.10%	1.14%	1.25%	1.20%
Expenses net of fee waivers, if any	1.11% A	1.11%	1.10%	1.14%	1.25%	1.20%
Expenses net of all reductions	1.07% A	1.08%	1.06%	1.10%	1.16%	1.11%
Net investment income (loss)	.21% A	1.54%	1.41%	1.16%	1.18%	1.03%
Supplemental Data
Net assets, end of period (000 omitted)	$ 43,845	$ 40,026	$ 49,888	$ 45,042	$ 23,888	$ 5,933
Portfolio turnover rate F	61% A	95%	119%	138%	91%	92% H

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H The portfolio turnover rate does not include the assets acquired in the merger.

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

^J Total distributions of $2.09 per share is comprised of distributions from net investment income of $.288 and distributions from net realized gain of $1.805 per share.

^K Total distributions of $.51 per share is comprised of distributions from net investment income of $.413 and distributions from net realized gain of $.092 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Emerging Asia Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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. The Fund received a final ruling from the Authority for Advance Ruling in India regarding the applicability of taxes imposed by the country on realized capital gains under the US/India tax treaty. The ruling entitled the Fund to a refund of capital gains taxes paid in prior years and exempts the Fund from taxes on future realized gains. The India Central Board of Direct Taxation may challenge the ruling at any time which could result in the reversal of some or all of the benefits recorded by the Fund.

Distributions are declared and 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 GAAP.

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation	$ 73,883,996
Gross unrealized depreciation	(9,785,222)
Net unrealized appreciation (depreciation) on securities and other investments	$ 61,098,774
Tax cost	$ 279,174,257

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
No expiration
Short-term	$ (12,885,749)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $102,339,669 and $124,895,678, respectively.

5. 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 an annualized 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 208,008	$ 1,519
Class T	.25%	.25%	126,746	938
Class B	.75%	.25%	74,609	56,158
Class C	.75%	.25%	345,293	51,392
			$ 754,656	$ 110,007

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 28,706
Class T	5,926
Class B*	8,336
Class C*	1,091
	$ 44,059

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 224,143	.27
Class T	78,917	.31
Class B	22,663	.30
Class C	90,301	.26
Institutional Class	45,511	.22
	$ 461,535

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $49 for the period.

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

Borrower or Lender	Average Loan Balance	Weighted Average Interest Rate	Interest Expense
Borrower	$ 6,806,615	.38%	$ 926

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $448 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 maintained at the Fund's custodian and/or 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $4,292. During the period, there were no securities loaned to FCM.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity requirements. 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 loan balance during the period for which loans were outstanding amounted to $6,761,833. The weighted average interest rate was .64%. The interest expense amounted to $721 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Semiannual Report

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 $60,914 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 1,813,788	$ 1,898,062
Class T	420,493	399,045
Class B	51,393	-
Class C	298,953	179,759
Institutional Class	553,030	693,936
Total	$ 3,137,657	$ 3,170,802
From net realized gain
Class A	$ 507,199	$ 7,604,616
Class T	157,900	2,417,855
Class B	51,958	945,064
Class C	227,303	3,624,620
Institutional Class	123,193	2,051,782
Total	$ 1,067,553	$ 16,643,937

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	531,493	989,897	$ 16,001,566	$ 27,425,901
Reinvestment of distributions	67,510	303,306	1,994,909	8,125,561
Shares redeemed	(767,744)	(1,983,648)	(23,051,085)	(54,478,732)
Net increase (decrease)	(168,741)	(690,445)	$ (5,054,610)	$ (18,927,270)
Class T
Shares sold	129,504	243,741	$ 3,830,635	$ 6,578,292
Reinvestment of distributions	19,545	105,156	564,063	2,751,935
Shares redeemed	(193,906)	(575,900)	(5,687,811)	(15,451,183)
Net increase (decrease)	(44,857)	(227,003)	$ (1,293,113)	$ (6,120,956)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

11. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class B
Shares sold	9,028	12,950	$ 256,720	$ 335,990
Reinvestment of distributions	3,105	30,756	85,708	769,523
Shares redeemed	(150,902)	(235,196)	(4,236,492)	(6,006,764)
Net increase (decrease)	(138,769)	(191,490)	$ (3,894,064)	$ (4,901,251)
Class C
Shares sold	200,312	321,798	$ 5,608,068	$ 8,176,407
Reinvestment of distributions	15,990	125,179	436,858	3,103,186
Shares redeemed	(312,664)	(903,872)	(8,653,413)	(22,892,814)
Net increase (decrease)	(96,362)	(456,895)	$ (2,608,487)	$ (11,613,221)
Institutional Class
Shares sold	234,524	751,216	$ 7,284,607	$ 21,500,312
Reinvestment of distributions	17,860	64,226	541,525	1,763,657
Shares redeemed	(230,104)	(1,158,394)	(7,096,237)	(32,275,682)
Net increase (decrease)	22,280	(342,952)	$ 729,895	$ (9,011,713)

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investment Advisors (UK) Limited

FIL Investments (Japan) Limited

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

AEA-USAN-0613
1.784873.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Emerging Asia

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense RatioB	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.41%
Actual		$ 1,000.00	$ 1,093.60	$ 7.32
HypotheticalA		$ 1,000.00	$ 1,017.80	$ 7.05
Class T	1.70%
Actual		$ 1,000.00	$ 1,092.20	$ 8.82
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,089.70	$ 11.40
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.16%
Actual		$ 1,000.00	$ 1,089.80	$ 11.19
HypotheticalA		$ 1,000.00	$ 1,014.08	$ 10.79
Institutional Class	1.11%
Actual		$ 1,000.00	$ 1,095.50	$ 5.77
HypotheticalA		$ 1,000.00	$ 1,019.29	$ 5.56

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Samsung Electronics Co. Ltd.	6.5	6.4
Taiwan Semiconductor Manufacturing Co. Ltd.	3.9	1.5
China Mobile Ltd.	2.8	1.3
AIA Group Ltd.	2.5	2.3
China Construction Bank Corp. (H Shares)	2.5	2.4
Industrial & Commercial Bank of China Ltd. (H Shares)	2.0	2.2
Tencent Holdings Ltd.	1.8	1.7
PT Bank Rakyat Indonesia Tbk	1.6	1.2
Hyundai Motor Co.	1.5	1.6
Housing Development Finance Corp. Ltd.	1.3	1.1
	26.4
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	33.4	31.4
Information Technology	18.7	19.2
Consumer Discretionary	9.2	8.8
Telecommunication Services	7.9	7.3
Industrials	7.7	8.8

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 98.1%		Stocks 99.8%
	Short-Term Investments and Net Other Assets (Liabilities) 1.9%		Short-Term Investments and Net Other Assets (Liabilities) 0.2%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%
	Shares		Value
Bermuda - 1.7%
BW Offshore Ltd.	139,400		$ 131,507
Cafe de Coral Holdings Ltd.	182,000		578,120
Cheung Kong Infrastructure Holdings Ltd.	198,000		1,436,493
CSI Properties Ltd.	3,770,000		177,323
Genting Hong Kong Ltd. (a)	490,000		232,750
Hongkong Land Holdings Ltd.	67,000		486,420
Kunlun Energy Co. Ltd.	694,000		1,357,567
Luk Fook Holdings International Ltd.	66,000		187,110
Man Wah Holdings Ltd.	720,000		700,502
Mandarin Oriental International Ltd.	43,000		73,745
Oriental Watch Holdings Ltd.	1,474,000		480,560
Skyworth Digital Holdings Ltd.	242,000		199,272
TOTAL BERMUDA			6,041,369
Canada - 0.0%
Turquoise Hill Resources Ltd. (a)	14,600		102,893
Cayman Islands - 7.5%
51job, Inc. sponsored ADR (a)	4,300		247,680
7 Days Group Holdings Ltd. ADR (a)	24,800		337,032
Baoxin Auto Group Ltd.	203,000		177,098
Chailease Holding Co. Ltd.	98,000		295,097
China Lodging Group Ltd. ADR (a)	20,500		312,420
China Medical System Holdings Ltd.	615,000		603,100
China Metal Recycling (Holdings) Ltd.	273,000		232,221
China Sanjiang Fine Chemicals	450,000		218,617
China Shanshui Cement Group Ltd.	926,000		523,848
China Shineway Pharmaceutical Group Ltd.	210,000		373,446
Chu Kong Petroleum & Natural Gas Steel Pipe Holdings Ltd.	410,000		200,241
Coastal Energy Co. (a)	7,300		139,921
ENN Energy Holdings Ltd.	172,000		995,187
Haitian International Holdings Ltd.	291,000		497,990
Hengan International Group Co. Ltd.	223,000		2,304,672
Honghua Group Ltd.	629,000		306,388
Kingsoft Corp. Ltd.	542,000		623,707
KWG Property Holding Ltd.	1,503,000		1,038,135
Lee & Man Paper Manufacturing Ltd.	1,387,000		1,031,293
Lifestyle International Holdings Ltd.	73,500		162,341
Longfor Properties Co. Ltd.	366,500		612,081
Melco PBL Entertainment (Macau) Ltd. sponsored ADR (a)	43,600		1,072,996
Mindray Medical International Ltd. sponsored ADR	4,600		181,654
New World Department Store China Ltd.	794,000		409,270
O-Net Communications Group Ltd.	703,000		158,534
Common Stocks - continued
	Shares		Value
Cayman Islands - continued
Pacific Textile Holdings Ltd.	217,000		$ 267,889
Pactera Technology International Ltd. ADR	16,210		82,509
Samson Holding Ltd.	4,000,000		737,099
Shenzhou International Group Holdings Ltd.	32,000		92,782
Shimao Property Holdings Ltd.	248,000		534,340
SouFun Holdings Ltd. ADR (d)	28,700		734,433
Springland International Holdings Ltd.	2,154,000		1,121,391
SPT Energy Group, Inc.	380,000		185,100
TCC International Holdings Ltd.	204,000		58,097
Tencent Holdings Ltd.	179,900		6,171,193
Tiangong International Co. Ltd.	782,000		220,689
TPK Holding Co. Ltd.	51,000		1,035,910
Vinda International Holdings Ltd.	76,000		99,307
Wynn Macau Ltd.	380,000		1,153,199
Xueda Education Group sponsored ADR	88,200		300,762
Zhen Ding Technology Holding Ltd.	48,000		117,355
TOTAL CAYMAN ISLANDS			25,967,024
China - 11.0%
Air China Ltd. (H Shares)	1,728,000		1,398,406
China Communications Services Corp. Ltd. (H Shares)	3,886,000		2,844,337
China Construction Bank Corp. (H Shares)	10,477,000		8,775,668
China Eastern Airlines Corp. Ltd. (H Shares) (a)	1,268,000		508,171
China Longyuan Power Grid Corp. Ltd. (H Shares)	749,000		686,248
China Merchants Bank Co. Ltd. (H Shares)	685,000		1,460,010
China National Building Materials Co. Ltd. (H Shares)	694,000		819,190
China Oilfield Services Ltd. (H Shares)	412,000		812,304
China Pacific Insurance Group Co. Ltd. (H Shares)	531,600		1,911,257
China Petroleum & Chemical Corp. (H Shares)	1,136,000		1,253,649
China Railway Construction Corp. Ltd. (H Shares)	1,098,500		1,108,388
China Railway Group Ltd. (H Shares)	1,834,000		966,613
China Shenhua Energy Co. Ltd. (H Shares)	833,000		2,946,573
China Southern Airlines Ltd. (H Shares)	2,514,000		1,321,768
China Suntien Green Energy Corp. Ltd. (H Shares)	2,431,000		704,851
Great Wall Motor Co. Ltd. (H Shares)	302,000		1,309,549
Guangzhou R&F Properties Co. Ltd. (H Shares)	642,400		1,162,258
Huaneng Renewables Corp. Ltd. (H Shares) (a)	1,874,000		632,704
Industrial & Commercial Bank of China Ltd. (H Shares)	9,834,000		6,919,150
Sinotrans Ltd. (H Shares)	2,119,000		453,282
Yantai Changyu Pioneer Wine Co. (B Shares)	26,300		119,941
TOTAL CHINA			38,114,317
Common Stocks - continued
	Shares		Value
Hong Kong - 14.3%
AIA Group Ltd.	1,983,400		$ 8,805,001
BOC Hong Kong (Holdings) Ltd.	648,000		2,229,545
Cheung Kong Holdings Ltd.	274,000		4,124,044
China Everbright Ltd.	266,000		422,987
China Mobile Ltd.	868,500		9,552,297
China Resources Power Holdings Co. Ltd.	540,000		1,767,492
City Telecom (HK) Ltd. (CTI)	1,484,000		450,764
Galaxy Entertainment Group Ltd. (a)	417,000		1,867,329
Hysan Development Co. Ltd.	314,000		1,555,808
Lai Sun Development Co. Ltd. (a)	4,142,000		124,364
Lenovo Group Ltd.	2,690,000		2,457,697
Magnificent Estates Ltd.	1,922,000		111,454
Melco International Development Ltd.	616,000		1,198,637
New World Development Co. Ltd.	1,090,437		1,902,607
PCCW Ltd.	6,123,000		3,116,673
Power Assets Holdings Ltd.	429,000		4,190,409
Singamas Container Holdings Ltd.	1,354,000		331,514
Sun Hung Kai Properties Ltd.	284,976		4,120,321
Vitasoy International Holdings Ltd.	394,000		477,259
Wing Hang Bank Ltd.	73,500		772,398
TOTAL HONG KONG			49,578,600
India - 10.2%
Aditya Birla Nuvo Ltd.	37,660		735,487
Apollo Hospitals Enterprise Ltd.	35,992		559,272
Apollo Tyres Ltd. (a)	433,261		779,603
Axis Bank Ltd.	90,073		2,504,461
Bharat Heavy Electricals Ltd.	97,158		348,835
Britannia Industries Ltd. (a)	15,444		166,810
Cox & Kings India Ltd.	69,582		167,264
Dena Bank	289,157		492,052
Dish TV India Ltd. (a)	183,743		231,711
Gateway Distriparks Ltd.	178,612		408,727
Grasim Industries Ltd. (a)	35,290		1,948,344
Hathway Cable & Datacom Ltd. (a)	138,178		651,188
HCL Infosystems Ltd.	318,811		231,603
HDFC Bank Ltd.	287,584		3,664,458
Hindalco Industries Ltd.	821,522		1,488,181
Housing Development Finance Corp. Ltd. (a)	275,048		4,342,567
ICICI Bank Ltd.	80,680		1,758,229
IDBI Bank Ltd. (a)	198,940		327,027
INFO Edge India Ltd.	9,106		59,816
Common Stocks - continued
	Shares		Value
India - continued
Ipca Laboratories Ltd.	40,891		$ 387,164
ITC Ltd.	386,986		2,370,501
Jaypee Infratech Ltd. (a)	349,403		242,763
Jubilant Foodworks Ltd. (a)	9,696		200,395
Larsen & Toubro Ltd.	55,356		1,559,269
Mahindra & Mahindra Financial Services Ltd.	272,290		1,155,147
Manappuram General Finance & Leasing Ltd.	315,220		101,873
Maruti Suzuki India Ltd.	40,559		1,315,622
McLeod Russel India Ltd. (a)	83,197		485,296
MindTree Consulting Ltd.	22,528		336,462
Muthoot Finance Ltd. (a)	123,681		302,953
NIIT Technologies Ltd.	77,144		373,757
NTPC Ltd.	268,892		788,119
Opto Circuits India Ltd.	107,200		116,715
Petronet LNG Ltd.	393,494		1,022,857
Shriram City Union Finance Ltd.	29,209		558,771
Strides Arcolab Ltd.	41,354		659,499
Tata Chemicals Ltd. (a)	180,328		1,087,813
Tech Mahindra Ltd. (a)	31,879		566,055
Yes Bank Ltd.	69,097		661,806
Zydus Wellness Ltd.	7,735		63,972
TOTAL INDIA			35,222,444
Indonesia - 4.9%
PT ACE Hardware Indonesia Tbk	4,525,000		456,106
PT Bank Bukopin Tbk	7,892,500		746,833
PT Bank Mandiri (Persero) Tbk	2,751,000		2,970,989
PT Bank Rakyat Indonesia Tbk	5,801,000		5,608,567
PT BISI International Tbk	1,735,500		132,092
PT Global Mediacom Tbk	4,695,500		1,050,418
PT Kalbe Farma Tbk	7,747,500		1,107,637
PT Media Nusantara Citra Tbk	697,500		224,190
PT Pembangunan Perumahan Persero Tbk	7,025,500		1,026,093
PT Telkomunikasi Indonesia Tbk Series B	2,771,500		3,339,051
PT Tempo Scan Pacific Tbk	963,000		336,765
TOTAL INDONESIA			16,998,741
Japan - 0.2%
Fuji Media Holdings, Inc.	86		186,924
Suzuki Motor Corp.	21,400		549,899
TOTAL JAPAN			736,823
Common Stocks - continued
	Shares		Value
Korea (South) - 19.2%
Chong Kun Dang Pharmaceutical Corp.	4,900		$ 272,664
CJ CheilJedang Corp.	2,482		734,499
CJ Corp.	19,705		2,584,737
DGB Financial Group Co. Ltd.	162,470		2,271,255
Hanjin Shipping Co. Ltd. (a)	96,070		718,600
Hotel Shilla Co.	37,626		1,987,847
Hyundai Hysco Co. Ltd.	18,710		523,114
Hyundai Motor Co.	28,093		5,087,601
Hyundai Steel Co.	22,011		1,522,533
Hyundai Wia Corp.	6,884		887,363
Industrial Bank of Korea	66,660		762,444
KCC Corp.	1,444		428,634
Korea Electric Power Corp. (a)	49,020		1,412,959
LG Chemical Ltd.	10,419		2,459,073
LG Home Shopping, Inc.	3,707		765,891
LG International Corp.	38,450		1,239,072
LG Telecom Ltd.	119,260		1,125,901
Lotte Samkang Co. Ltd.	3,184		2,543,477
Paradise Co. Ltd.	28,765		596,654
POSCO	12,491		3,589,242
S-Oil Corp.	22,870		1,837,306
Samsung Electronics Co. Ltd.	16,415		22,649,389
Samsung Heavy Industries Co. Ltd.	80,390		2,557,773
SBS Contents Hub Co. Ltd.	12,352		165,387
Shinhan Financial Group Co. Ltd.	69,760		2,415,604
SK Chemicals Co. Ltd.	7,914		335,853
SK Energy Co. Ltd.	17,968		2,446,600
SK Holdings Co. Ltd.	13,892		1,998,785
Soulbrain Co. Ltd.	16,567		691,037
TOTAL KOREA (SOUTH)			66,611,294
Malaysia - 1.7%
Bumiputra-Commerce Holdings Bhd	1,359,200		3,457,751
Glomac Bhd	1,063,500		328,575
Malaysian Plantations Bhd	508,000		744,677
Telekom Malaysia Bhd	486,400		882,474
TIME dotCom Bhd	293,300		382,712
Top Glove Corp. Bhd	98,600		204,816
TOTAL MALAYSIA			6,001,005
Papua New Guinea - 0.3%
Oil Search Ltd. ADR	131,727		1,014,651
Common Stocks - continued
	Shares		Value
Philippines - 1.9%
Alliance Global Group, Inc.	929,800		$ 535,185
Cebu Air, Inc.	254,000		502,448
Manila Water Co., Inc.	2,068,100		2,006,572
PUREGOLD Price Club, Inc.	954,100		924,556
Security Bank Corp.	262,470		1,257,051
SM Investments Corp.	48,890		1,359,540
TOTAL PHILIPPINES			6,585,352
Singapore - 4.8%
Ascendas Real Estate Investment Trust	900,000		2,009,418
Avago Technologies Ltd.	39,700		1,268,812
Ezion Holdings Ltd.	101,000		167,281
First Resources Ltd.	697,000		978,980
Global Logistic Properties Ltd.	574,000		1,286,222
K-REIT Asia	55,400		67,918
Keppel Corp. Ltd.	277,000		2,408,598
Mapletree Industrial (REIT)	980,826		1,250,221
Mapletree Logistics Trust (REIT)	1,498,243		1,593,487
StarHub Ltd.	222,000		852,529
UOL Group Ltd.	404,000		2,338,654
Wilmar International Ltd.	520,000		1,405,862
Wing Tai Holdings Ltd.	213,000		376,991
Yanlord Land Group Ltd.	401,000		459,048
TOTAL SINGAPORE			16,464,021
Taiwan - 11.6%
ASUSTeK Computer, Inc.	270,000		3,144,964
Chicony Electronics Co. Ltd.	372,075		1,092,631
Chinatrust Financial Holding Co. Ltd.	4,520,295		2,743,753
Chipbond Technology Corp.	639,000		1,625,127
E.SUN Financial Holdings Co. Ltd.	131,096		79,129
ECLAT Textile Co. Ltd.	30,000		181,078
Far EasTone Telecommunications Co. Ltd.	476,000		1,160,543
Fubon Financial Holding Co. Ltd.	1,735,000		2,479,832
Hon Hai Precision Industry Co. Ltd. (Foxconn)	1,361,590		3,518,249
MediaTek, Inc.	289,000		3,527,976
Mega Financial Holding Co. Ltd.	1,777,000		1,370,863
Radiant Opto-Electronics Corp.	131,360		534,527
Taishin Financial Holdings Co. Ltd.	2,197,000		953,598
Taiwan Mobile Co. Ltd.	519,000		1,891,913
Taiwan Semiconductor Manufacturing Co. Ltd.	3,610,393		13,409,723
Common Stocks - continued
	Shares		Value
Taiwan - continued
Unified-President Enterprises Corp.	1,189,150		$ 2,342,815
Wowprime Corp.	13,000		183,605
TOTAL TAIWAN			40,240,326
Thailand - 6.9%
Advanced Info Service PCL (For. Reg.)	306,200		2,816,831
Airports of Thailand PCL (For. Reg.)	109,200		537,629
Amata Corp. PCL (For. Reg.)	663,700		520,106
Bangchak Petroleum PCL (For. Reg.)	308,700		381,273
Banpu PCL (For. Reg.)	39,900		463,574
BEC World PCL (For. Reg.)	309,800		707,210
Charoen Pokphand Foods PCL (For. Reg.)	994,000		1,075,281
Kasikornbank PCL:
NVDR	55,600		401,608
(For. Reg.)	427,500		3,146,167
Preuksa Real Estate PCL (For. Reg.)	1,227,800		1,223,617
PTT Global Chemical PCL (For. Reg.)	659,667		1,640,739
PTT PCL (For. Reg.)	356,500		3,959,761
Siam Commercial Bank PCL (For. Reg.)	685,100		4,341,690
Sino-Thai Engineering & Construction PCL (For. Reg.)	257,600		245,751
Thai Tap Water Supply PCL (For. Reg.)	1,488,500		532,513
Thai Union Frozen Products PCL (For. Reg.)	238,200		458,545
Thanachart Capital PCL (For. Reg.)	541,600		881,138
Toyo-Thai Corp. PCL	211,900		397,087
TOTAL THAILAND			23,730,520
United Kingdom - 0.9%
HSBC Holdings PLC (Hong Kong)	68,078		745,071
Standard Chartered PLC (Hong Kong)	77,428		1,956,616
Vedanta Resources PLC	24,900		467,622
TOTAL UNITED KINGDOM			3,169,309
United States of America - 1.0%
China Natural Gas, Inc. (a)(d)	13,300		6,650
Citigroup, Inc.	18,800		877,208
Cognizant Technology Solutions Corp. Class A (a)	8,800		570,240
Las Vegas Sands Corp.	29,700		1,670,625
Yum! Brands, Inc.	4,100		279,292
TOTAL UNITED STATES OF AMERICA			3,404,015
TOTAL COMMON STOCKS (Cost $275,729,314)		339,982,704
Money Market Funds - 1.0%
	Shares		Value
Fidelity Cash Central Fund, 0.13% (b)	2,819,052		$ 2,819,052
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	471,275		471,275
TOTAL MONEY MARKET FUNDS (Cost $3,290,327)		3,290,327
TOTAL INVESTMENT PORTFOLIO - 99.1% (Cost $279,019,641)			343,273,031
NET OTHER ASSETS (LIABILITIES) - 0.9%			3,156,537
NET ASSETS - 100%		$ 346,429,568

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

Affiliated Central Funds

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

Fund	Income earned
Fidelity Cash Central Fund	$ 4,175
Fidelity Securities Lending Cash Central Fund	4,292
Total	$ 8,467

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 31,694,557	$ 29,191,348	$ 2,503,209	$ -
Consumer Staples	16,683,865	16,683,865	-	-
Energy	19,331,404	18,077,755	1,253,649	-
Financials	114,964,259	105,227,039	9,737,220	-
Health Care	4,802,732	4,802,732	-	-
Industrials	26,668,825	26,668,825	-	-
Information Technology	64,456,056	51,046,333	13,409,723	-
Materials	18,960,399	13,190,592	5,537,586	232,221
Telecommunication Services	27,965,261	15,073,913	12,891,348	-
Utilities	14,455,346	13,042,387	1,412,959	-
Money Market Funds	3,290,327	3,290,327	-	-
Total Investments in Securities:	$ 343,273,031	$ 296,295,116	$ 46,745,694	$ 232,221

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $458,761) - See accompanying schedule: Unaffiliated issuers (cost $275,729,314)	$ 339,982,704
Fidelity Central Funds (cost $3,290,327)	3,290,327
Total Investments (cost $279,019,641)		$ 343,273,031
Foreign currency held at value (cost $1,431,839)		1,431,397
Receivable for investments sold		1,931,466
Receivable for fund shares sold		1,055,891
Dividends receivable		694,406
Distributions receivable from Fidelity Central Funds		1,342
Prepaid expenses		248
Other receivables		237,703
Total assets		348,625,484
Liabilities
Payable for investments purchased	$ 367,541
Payable for fund shares redeemed	832,642
Accrued management fee	197,606
Distribution and service plan fees payable	122,759
Other affiliated payables	91,384
Other payables and accrued expenses	112,709
Collateral on securities loaned, at value	471,275
Total liabilities		2,195,916
Net Assets		$ 346,429,568
Net Assets consist of:
Paid in capital		$ 286,343,353
Accumulated net investment loss		(730,865)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(3,409,048)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		64,226,128
Net Assets		$ 346,429,568

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($167,775,510 ÷ 5,388,765 shares)		$ 31.13
Maximum offering price per share (100/94.25 of $31.13)		$ 33.03
Class T: Net Asset Value and redemption price per share ($51,931,241 ÷ 1,709,837 shares)		$ 30.37
Maximum offering price per share (100/96.50 of $30.37)		$ 31.47
Class B: Net Asset Value and offering price per share ($13,106,484 ÷ 452,252 shares)A		$ 28.98
Class C: Net Asset Value and offering price per share ($69,770,941 ÷ 2,431,789 shares)A		$ 28.69
Institutional Class: Net Asset Value, offering price and redemption price per share ($43,845,392 ÷ 1,371,256 shares)		$ 31.97

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

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

Semiannual Report

Statement of Operations

	Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 2,388,334
Income from Fidelity Central Funds		8,467
Income before foreign taxes withheld		2,396,801
Less foreign taxes withheld		(202,345)
Total income		2,194,456
Expenses
Management fee	$ 1,209,949
Transfer agent fees	461,535
Distribution and service plan fees	754,656
Accounting and security lending fees	88,888
Custodian fees and expenses	110,278
Independent trustees' compensation	1,090
Registration fees	68,592
Audit	48,957
Legal	663
Interest	1,647
Miscellaneous	1,390
Total expenses before reductions	2,747,645
Expense reductions	(60,914)	2,686,731
Net investment income (loss)		(492,275)
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	11,450,156
Foreign currency transactions	36,688
Total net realized gain (loss)		11,486,844
Change in net unrealized appreciation (depreciation) on: Investment securities	19,012,374
Assets and liabilities in foreign currencies	19,294
Total change in net unrealized appreciation (depreciation)		19,031,668
Net gain (loss)		30,518,512
Net increase (decrease) in net assets resulting from operations		$ 30,026,237

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ (492,275)	$ 3,712,523
Net realized gain (loss)	11,486,844	(12,320,269)
Change in net unrealized appreciation (depreciation)	19,031,668	27,212,457
Net increase (decrease) in net assets resulting from operations	30,026,237	18,604,711
Distributions to shareholders from net investment income	(3,137,657)	(3,170,802)
Distributions to shareholders from net realized gain	(1,067,553)	(16,643,937)
Total distributions	(4,205,210)	(19,814,739)
Share transactions - net increase (decrease)	(12,120,379)	(50,574,411)
Redemption fees	20,453	36,772
Total increase (decrease) in net assets	13,721,101	(51,747,667)
Net Assets
Beginning of period	332,708,467	384,456,134
End of period (including accumulated net investment loss of $730,865 and undistributed net investment income of $2,899,067, respectively)	$ 346,429,568	$ 332,708,467

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 28.87	$ 28.70	$ 32.97	$ 25.96	$ 15.74	$ 37.55
Income from Investment Operations
Net investment income (loss) E	(.01)	.34	.35	.25	.19	.19
Net realized and unrealized gain (loss)	2.69	1.37	(2.62)	7.09	10.07	(18.72)
Total from investment operations	2.68	1.71	(2.27)	7.34	10.26	(18.53)
Distributions from net investment income	(.33)	(.31)	(.20)	(.12)	(.05)	(.23)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.42)	(1.54)	(2.01)	(.34)	(.05)	(3.29)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 31.13	$ 28.87	$ 28.70	$ 32.97	$ 25.96	$ 15.74
Total Return B, C, D	9.36%	6.36%	(7.44)%	28.53%	65.43%	(53.66)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.41% A	1.42%	1.39%	1.44%	1.54%	1.50%
Expenses net of fee waivers, if any	1.41% A	1.42%	1.39%	1.44%	1.50%	1.50%
Expenses net of all reductions	1.38% A	1.38%	1.35%	1.40%	1.41%	1.41%
Net investment income (loss)	(.10)% A	1.24%	1.12%	.86%	.94%	.73%
Supplemental Data
Net assets, end of period (000 omitted)	$ 167,776	$ 160,427	$ 179,346	$ 189,255	$ 131,564	$ 71,722
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 28.13	$ 27.98	$ 32.20	$ 25.40	$ 15.43	$ 36.88
Income from Investment Operations
Net investment income (loss) E	(.06)	.25	.25	.15	.14	.12
Net realized and unrealized gain (loss)	2.64	1.33	(2.55)	6.94	9.86	(18.38)
Total from investment operations	2.58	1.58	(2.30)	7.09	10.00	(18.26)
Distributions from net investment income	(.25)	(.20)	(.12)	(.08)	(.04)	(.14)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.34)	(1.43)	(1.93)	(.30)	(.04)	(3.20)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 30.37	$ 28.13	$ 27.98	$ 32.20	$ 25.40	$ 15.43
Total Return B, C, D	9.22%	6.04%	(7.70)%	28.13%	65.06%	(53.79)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.70% A	1.70%	1.70%	1.74%	1.84%	1.80%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.69%	1.74%	1.75%	1.75%
Expenses net of all reductions	1.67% A	1.67%	1.65%	1.70%	1.66%	1.66%
Net investment income (loss)	(.39)% A	.95%	.82%	.55%	.69%	.48%
Supplemental Data
Net assets, end of period (000 omitted)	$ 51,931	$ 49,359	$ 55,452	$ 61,620	$ 45,259	$ 25,205
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 26.77	$ 26.62	$ 30.72	$ 24.29	$ 14.82	$ 35.55
Income from Investment Operations
Net investment income (loss) E	(.12)	.12	.10	.02	.04	(.01)
Net realized and unrealized gain (loss)	2.51	1.26	(2.44)	6.61	9.45	(17.68)
Total from investment operations	2.39	1.38	(2.34)	6.63	9.49	(17.69)
Distributions from net investment income	(.09)	-	-	-	(.03)	-
Distributions from net realized gain	(.09)	(1.23)	(1.77)	(.21)	-	(3.05)
Total distributions	(.18)	(1.23)	(1.77)	(.21)	(.03)	(3.05)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 28.98	$ 26.77	$ 26.62	$ 30.72	$ 24.29	$ 14.82
Total Return B, C, D	8.97%	5.51%	(8.16)%	27.48%	64.23%	(54.01)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.20% A	2.19%	2.19%	2.24%	2.32%	2.29%
Expenses net of fee waivers, if any	2.20% A	2.19%	2.18%	2.24%	2.25%	2.25%
Expenses net of all reductions	2.16% A	2.16%	2.15%	2.20%	2.16%	2.16%
Net investment income (loss)	(.88)% A	.46%	.32%	.06%	.19%	(.02)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 13,106	$ 15,823	$ 20,831	$ 29,611	$ 25,750	$ 17,040
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 26.53	$ 26.44	$ 30.58	$ 24.19	$ 14.76	$ 35.48
Income from Investment Operations
Net investment income (loss) E	(.12)	.13	.11	.03	.04	- J
Net realized and unrealized gain (loss)	2.49	1.25	(2.41)	6.59	9.41	(17.63)
Total from investment operations	2.37	1.38	(2.30)	6.62	9.45	(17.63)
Distributions from net investment income	(.12)	(.06)	(.04)	(.02)	(.03)	(.04)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.21)	(1.29)	(1.85)	(.24)	(.03)	(3.10)
Redemption fees added to paid in capital E	- J	- J	.01	.01	.01	.01
Net asset value, end of period	$ 28.69	$ 26.53	$ 26.44	$ 30.58	$ 24.19	$ 14.76
Total Return B, C, D	8.98%	5.57%	(8.10)%	27.58%	64.21%	(54.02)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.16% A	2.16%	2.13%	2.17%	2.28%	2.25%
Expenses net of fee waivers, if any	2.16% A	2.16%	2.13%	2.17%	2.25%	2.25%
Expenses net of all reductions	2.12% A	2.13%	2.10%	2.13%	2.16%	2.16%
Net investment income (loss)	(.84)% A	.49%	.37%	.12%	.19%	(.02)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 69,771	$ 67,074	$ 78,939	$ 87,089	$ 59,491	$ 30,577
Portfolio turnover rate G	61% A	95%	119%	138%	91%	92% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 The portfolio turnover rate does not include the assets acquired in the merger.

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

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 29.67	$ 29.49	$ 33.80	$ 26.58	$ 16.07	$ 38.25
Income from Investment Operations
Net investment income (loss) D	.03	.44	.46	.34	.26	.27
Net realized and unrealized gain (loss)	2.78	1.39	(2.69)	7.26	10.29	(19.09)
Total from investment operations	2.81	1.83	(2.23)	7.60	10.55	(18.82)
Distributions from net investment income	(.41)	(.42)	(.29)	(.17)	(.05)	(.31)
Distributions from net realized gain	(.09)	(1.23)	(1.81)	(.22)	-	(3.06)
Total distributions	(.51) K	(1.65)	(2.09) J	(.39)	(.05)	(3.37)
Redemption fees added to paid in capital D	- I	- I	.01	.01	.01	.01
Net asset value, end of period	$ 31.97	$ 29.67	$ 29.49	$ 33.80	$ 26.58	$ 16.07
Total Return B, C	9.55%	6.64%	(7.13)%	28.87%	65.94%	(53.53)%
Ratios to Average Net Assets E, G
Expenses before reductions	1.11% A	1.11%	1.10%	1.14%	1.25%	1.20%
Expenses net of fee waivers, if any	1.11% A	1.11%	1.10%	1.14%	1.25%	1.20%
Expenses net of all reductions	1.07% A	1.08%	1.06%	1.10%	1.16%	1.11%
Net investment income (loss)	.21% A	1.54%	1.41%	1.16%	1.18%	1.03%
Supplemental Data
Net assets, end of period (000 omitted)	$ 43,845	$ 40,026	$ 49,888	$ 45,042	$ 23,888	$ 5,933
Portfolio turnover rate F	61% A	95%	119%	138%	91%	92% H

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H The portfolio turnover rate does not include the assets acquired in the merger.

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

^J Total distributions of $2.09 per share is comprised of distributions from net investment income of $.288 and distributions from net realized gain of $1.805 per share.

^K Total distributions of $.51 per share is comprised of distributions from net investment income of $.413 and distributions from net realized gain of $.092 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Emerging Asia Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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. The Fund received a final ruling from the Authority for Advance Ruling in India regarding the applicability of taxes imposed by the country on realized capital gains under the US/India tax treaty. The ruling entitled the Fund to a refund of capital gains taxes paid in prior years and exempts the Fund from taxes on future realized gains. The India Central Board of Direct Taxation may challenge the ruling at any time which could result in the reversal of some or all of the benefits recorded by the Fund.

Distributions are declared and 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 GAAP.

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation	$ 73,883,996
Gross unrealized depreciation	(9,785,222)
Net unrealized appreciation (depreciation) on securities and other investments	$ 61,098,774
Tax cost	$ 279,174,257

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
No expiration
Short-term	$ (12,885,749)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $102,339,669 and $124,895,678, respectively.

5. 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 an annualized 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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 208,008	$ 1,519
Class T	.25%	.25%	126,746	938
Class B	.75%	.25%	74,609	56,158
Class C	.75%	.25%	345,293	51,392
			$ 754,656	$ 110,007

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 28,706
Class T	5,926
Class B*	8,336
Class C*	1,091
	$ 44,059

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 224,143	.27
Class T	78,917	.31
Class B	22,663	.30
Class C	90,301	.26
Institutional Class	45,511	.22
	$ 461,535

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $49 for the period.

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

Borrower or Lender	Average Loan Balance	Weighted Average Interest Rate	Interest Expense
Borrower	$ 6,806,615	.38%	$ 926

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $448 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 maintained at the Fund's custodian and/or 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $4,292. During the period, there were no securities loaned to FCM.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity requirements. 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 loan balance during the period for which loans were outstanding amounted to $6,761,833. The weighted average interest rate was .64%. The interest expense amounted to $721 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Semiannual Report

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 $60,914 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 1,813,788	$ 1,898,062
Class T	420,493	399,045
Class B	51,393	-
Class C	298,953	179,759
Institutional Class	553,030	693,936
Total	$ 3,137,657	$ 3,170,802
From net realized gain
Class A	$ 507,199	$ 7,604,616
Class T	157,900	2,417,855
Class B	51,958	945,064
Class C	227,303	3,624,620
Institutional Class	123,193	2,051,782
Total	$ 1,067,553	$ 16,643,937

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	531,493	989,897	$ 16,001,566	$ 27,425,901
Reinvestment of distributions	67,510	303,306	1,994,909	8,125,561
Shares redeemed	(767,744)	(1,983,648)	(23,051,085)	(54,478,732)
Net increase (decrease)	(168,741)	(690,445)	$ (5,054,610)	$ (18,927,270)
Class T
Shares sold	129,504	243,741	$ 3,830,635	$ 6,578,292
Reinvestment of distributions	19,545	105,156	564,063	2,751,935
Shares redeemed	(193,906)	(575,900)	(5,687,811)	(15,451,183)
Net increase (decrease)	(44,857)	(227,003)	$ (1,293,113)	$ (6,120,956)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

11. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class B
Shares sold	9,028	12,950	$ 256,720	$ 335,990
Reinvestment of distributions	3,105	30,756	85,708	769,523
Shares redeemed	(150,902)	(235,196)	(4,236,492)	(6,006,764)
Net increase (decrease)	(138,769)	(191,490)	$ (3,894,064)	$ (4,901,251)
Class C
Shares sold	200,312	321,798	$ 5,608,068	$ 8,176,407
Reinvestment of distributions	15,990	125,179	436,858	3,103,186
Shares redeemed	(312,664)	(903,872)	(8,653,413)	(22,892,814)
Net increase (decrease)	(96,362)	(456,895)	$ (2,608,487)	$ (11,613,221)
Institutional Class
Shares sold	234,524	751,216	$ 7,284,607	$ 21,500,312
Reinvestment of distributions	17,860	64,226	541,525	1,763,657
Shares redeemed	(230,104)	(1,158,394)	(7,096,237)	(32,275,682)
Net increase (decrease)	22,280	(342,952)	$ 729,895	$ (9,011,713)

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investment Advisors (UK) Limited

FIL Investments (Japan) Limited

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

AEAI-USAN-0613
1.784874.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Europe Capital Appreciation

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,135.00	$ 7.68
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,133.80	$ 8.99
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,131.30	$ 11.63
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.20%
Actual		$ 1,000.00	$ 1,130.30	$ 11.62
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.20%
Actual		$ 1,000.00	$ 1,135.90	$ 6.36
HypotheticalA		$ 1,000.00	$ 1,018.84	$ 6.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Nestle SA (Switzerland, Food Products)	3.9	3.6
Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)	3.4	0.0
Royal Dutch Shell PLC Class B (United Kingdom) (United Kingdom, Oil, Gas & Consumable Fuels)	2.6	0.0
Sanofi SA (France, Pharmaceuticals)	2.5	3.1
British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)	2.4	1.9
	14.8
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	20.1	17.0
Consumer Staples	18.1	16.7
Consumer Discretionary	13.3	17.3
Industrials	12.9	10.0
Health Care	12.3	11.8
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United Kingdom	31.4	36.7
Germany	14.1	9.9
Switzerland	13.7	8.1
France	11.3	10.7
Italy	4.6	3.8

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 97.8%		Stocks 99.0%
	Short-Term Investments and Net Other Assets (Liabilities) 2.2%		Short-Term Investments and Net Other Assets (Liabilities) 1.0%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.7%
	Shares		Value
Austria - 0.6%
Erste Group Bank AG	3,900		$ 122,239
Bailiwick of Jersey - 1.1%
Informa PLC	14,549		108,027
Wolseley PLC	2,345		115,944
TOTAL BAILIWICK OF JERSEY			223,971
Belgium - 2.8%
Anheuser-Busch InBev SA NV (c)	3,800		365,068
KBC Groupe SA	3,019		118,481
UCB SA	1,500		88,657
TOTAL BELGIUM			572,206
Bermuda - 0.8%
Bunge Ltd.	1,100		79,431
Signet Jewelers Ltd.	1,200		82,476
TOTAL BERMUDA			161,907
Canada - 0.4%
Goldcorp, Inc.	2,500		73,999
Denmark - 2.4%
Coloplast A/S Series B	1,800		97,932
FLSmidth & Co. A/S	1,400		81,436
Novo Nordisk A/S Series B	1,837		323,358
TOTAL DENMARK			502,726
Finland - 1.6%
Amer Group PLC (A Shares)	6,000		102,090
Raisio Group PLC (V Shares)	12,000		51,361
Sampo Oyj (A Shares)	4,500		179,566
TOTAL FINLAND			333,017
France - 11.3%
Atos Origin SA	1,462		101,756
AXA SA (c)	11,500		215,285
BNP Paribas SA	5,195		289,466
Christian Dior SA	1,600		278,877
Ipsos SA	1,500		50,275
Legrand SA	2,700		125,821
PPR SA	1,200		263,996
Publicis Groupe SA	2,200		153,035
Sanofi SA	4,818		520,901
Common Stocks - continued
	Shares		Value
France - continued
Schneider Electric SA	2,800		$ 213,504
Technip SA	1,100		118,065
TOTAL FRANCE			2,330,981
Germany - 13.0%
adidas AG	1,800		187,981
BASF AG (c)	3,515		328,294
Bayer AG (c)	3,400		354,718
Beiersdorf AG	1,100		99,565
Brenntag AG	800		136,383
CTS Eventim AG	2,531		97,746
Daimler AG (Germany)	3,775		208,877
Deutsche Bank AG	1,300		59,843
Deutsche Boerse AG	1,900		118,605
Deutsche Post AG	7,055		167,425
ElringKlinger AG	2,000		65,281
GEA Group AG	3,557		120,319
GSW Immobilien AG	2,100		84,268
HeidelbergCement Finance AG	1,800		129,596
Linde AG	1,200		226,937
SAP AG	3,675		292,978
TOTAL GERMANY			2,678,816
Ireland - 2.7%
DCC PLC (Ireland)	3,200		117,114
Dragon Oil PLC	7,500		73,745
FBD Holdings PLC	5,200		84,472
Greencore Group PLC	50,700		83,874
Kingspan Group PLC (United Kingdom)	7,600		91,756
Ryanair Holdings PLC sponsored ADR	2,600		112,684
TOTAL IRELAND			563,645
Israel - 0.3%
Israel Chemicals Ltd.	5,400		64,228
Italy - 4.6%
Astaldi SpA	11,600		80,126
Azimut Holding SpA	4,900		91,117
Banca Popolare dell'Emilia Romagna Scrl	9,800		82,986
Beni Stabili SpA SIIQ	147,800		104,135
Enel SpA	21,482		83,062
ENI SpA	13,000		310,263
Common Stocks - continued
	Shares		Value
Italy - continued
Prada SpA	10,600		$ 95,548
Prysmian SpA (c)	5,300		107,001
TOTAL ITALY			954,238
Luxembourg - 0.4%
Eurofins Scientific SA	400		86,919
Netherlands - 1.0%
ASML Holding NV (Netherlands)	2,047		152,323
LyondellBasell Industries NV Class A	800		48,560
TOTAL NETHERLANDS			200,883
Norway - 2.3%
DnB ASA (c)	11,800		192,864
Merkantildata ASA	7,800		83,526
Telenor ASA	9,000		202,272
TOTAL NORWAY			478,662
Russia - 0.5%
Magnit OJSC GDR (Reg. S)	1,900		96,900
Spain - 1.4%
Criteria CaixaCorp SA	39,700		146,967
Repsol YPF SA	5,941		139,267
TOTAL SPAIN			286,234
Sweden - 2.2%
ASSA ABLOY AB (B Shares) (c)	3,400		135,401
Svenska Cellulosa AB (SCA) (B Shares)	5,600		145,421
Svenska Handelsbanken AB (A Shares)	4,000		181,699
TOTAL SWEDEN			462,521
Switzerland - 13.7%
Adecco SA (Reg.)	2,161		115,580
Aryzta AG	2,460		152,659
Nestle SA	11,344		808,970
Partners Group Holding AG	520		133,384
Roche Holding AG (participation certificate)	2,836		708,847
Schindler Holding AG (participation certificate)	1,132		169,715
Syngenta AG (Switzerland)	576		246,251
UBS AG	15,762		281,169
Zurich Insurance Group AG	793		221,405
TOTAL SWITZERLAND			2,837,980
Common Stocks - continued
	Shares		Value
Turkey - 0.4%
Coca-Cola Icecek A/S	3,000		$ 83,670
United Kingdom - 31.4%
Anglo American PLC (United Kingdom)	3,100		75,361
Associated British Foods PLC	4,900		147,281
Barclays PLC	49,390		220,402
BG Group PLC	5,300		89,284
BHP Billiton PLC	10,530		296,238
British American Tobacco PLC (United Kingdom)	8,900		493,374
British Land Co. PLC	13,292		122,747
Bunzl PLC	6,100		121,191
Centrica PLC	41,400		238,585
Compass Group PLC	13,700		180,249
Dechra Pharmaceuticals PLC	9,200		102,608
Diageo PLC	11,034		336,952
Galliford Try PLC	6,500		99,504
GlaxoSmithKline PLC	10,900		281,236
HSBC Holdings PLC (United Kingdom)	22,400		245,325
ICAP PLC	19,000		84,940
ITV PLC	58,400		114,211
Kingfisher PLC	21,000		102,134
London Stock Exchange Group PLC	5,700		118,733
Meggitt PLC	17,200		125,199
Next PLC	2,100		142,192
Prudential PLC	15,236		261,977
Rolls-Royce Group PLC	12,196		214,075
Royal Dutch Shell PLC Class B (United Kingdom)	15,554		545,595
Schroders PLC	2,900		105,185
Serco Group PLC	11,889		114,223
SIG PLC	41,900		105,503
Standard Chartered PLC (United Kingdom)	10,652		267,553
Taylor Wimpey PLC	112,200		162,086
Tesco PLC	40,200		228,641
Unilever PLC	6,900		298,954
Vodafone Group PLC	107,200		327,099
William Hill PLC	15,500		102,568
TOTAL UNITED KINGDOM			6,471,205
United States of America - 1.8%
Beam, Inc.	1,400		90,594
Colgate-Palmolive Co.	800		95,528
Common Stocks - continued
	Shares		Value
United States of America - continued
Oracle Corp.	2,700		$ 88,506
Philip Morris International, Inc.	1,000		95,590
TOTAL UNITED STATES OF AMERICA			370,218
TOTAL COMMON STOCKS (Cost $18,311,885)		19,957,165
Nonconvertible Preferred Stocks - 1.1%
Germany - 1.1%
Volkswagen AG	1,100		222,946
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	1,451,324		2,254
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $202,982)		225,200
Money Market Funds - 8.7%
Fidelity Cash Central Fund, 0.13% (a)	325,433		325,433
Fidelity Securities Lending Cash Central Fund, 0.12% (a)(b)	1,458,970		1,458,970
TOTAL MONEY MARKET FUNDS (Cost $1,784,403)		1,784,403
TOTAL INVESTMENT PORTFOLIO - 106.5% (Cost $20,299,270)			21,966,768
NET OTHER ASSETS (LIABILITIES) - (6.5)%			(1,334,379)
NET ASSETS - 100%		$ 20,632,389

Legend

(a) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 381
Fidelity Securities Lending Cash Central Fund	3,623
Total	$ 4,004

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 2,720,595	$ 2,720,595	$ -	$ -
Consumer Staples	3,753,833	1,450,515	2,303,318	-
Energy	1,276,219	420,361	855,858	-
Financials	4,134,813	3,066,097	1,068,716	-
Health Care	2,565,176	1,439,681	1,125,495	-
Industrials	2,672,158	2,672,158	-	-
Information Technology	719,089	273,788	445,301	-
Materials	1,489,464	946,975	542,489	-
Telecommunication Services	529,371	202,272	327,099	-
Utilities	321,647	321,647	-	-
Money Market Funds	1,784,403	1,784,403	-	-
Total Investments in Securities:	$ 21,966,768	$ 15,298,492	$ 6,668,276	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 624,697
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $1,392,921) - See accompanying schedule: Unaffiliated issuers (cost $18,514,867)	$ 20,182,365
Fidelity Central Funds (cost $1,784,403)	1,784,403
Total Investments (cost $20,299,270)		$ 21,966,768
Foreign currency held at value (cost $25,446)		25,448
Receivable for investments sold		353,770
Receivable for fund shares sold		132,605
Dividends receivable		93,663
Distributions receivable from Fidelity Central Funds		2,007
Prepaid expenses		11
Receivable from investment adviser for expense reductions		14,497
Other receivables		3,181
Total assets		22,591,950
Liabilities
Payable for investments purchased	$ 345,164
Payable for fund shares redeemed	97,729
Accrued management fee	11,788
Distribution and service plan fees payable	7,617
Other affiliated payables	5,998
Other payables and accrued expenses	32,295
Collateral on securities loaned, at value	1,458,970
Total liabilities		1,959,561
Net Assets		$ 20,632,389
Net Assets consist of:
Paid in capital		$ 35,485,159
Undistributed net investment income		97,683
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(16,619,356)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		1,668,903
Net Assets		$ 20,632,389

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($9,709,689 ÷ 749,975 shares)		$ 12.95
Maximum offering price per share (100/94.25 of $12.95)		$ 13.74
Class T: Net Asset Value and redemption price per share ($6,304,431 ÷ 488,474 shares)		$ 12.91
Maximum offering price per share (100/96.50 of $12.91)		$ 13.38
Class B: Net Asset Value and offering price per share ($751,366 ÷ 59,647 shares)A		$ 12.60
Class C: Net Asset Value and offering price per share ($3,061,064 ÷ 245,090 shares)A		$ 12.49
Institutional Class: Net Asset Value, offering price and redemption price per share ($805,839 ÷ 61,088 shares)		$ 13.19

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 294,169
Income from Fidelity Central Funds		4,004
Income before foreign taxes withheld		298,173
Less foreign taxes withheld		(22,715)
Total income		275,458
Expenses
Management fee	$ 69,388
Transfer agent fees	30,446
Distribution and service plan fees	44,155
Accounting and security lending fees	5,103
Custodian fees and expenses	12,052
Independent trustees' compensation	61
Registration fees	57,452
Audit	27,015
Legal	44
Miscellaneous	68
Total expenses before reductions	245,784
Expense reductions	(89,827)	155,957
Net investment income (loss)		119,501
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	1,977,268
Foreign currency transactions	(4,203)
Total net realized gain (loss)		1,973,065
Change in net unrealized appreciation (depreciation) on: Investment securities	289,288
Assets and liabilities in foreign currencies	1,534
Total change in net unrealized appreciation (depreciation)		290,822
Net gain (loss)		2,263,887
Net increase (decrease) in net assets resulting from operations		$ 2,383,388

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 119,501	$ 259,047
Net realized gain (loss)	1,973,065	(884,624)
Change in net unrealized appreciation (depreciation)	290,822	2,358,319
Net increase (decrease) in net assets resulting from operations	2,383,388	1,732,742
Distributions to shareholders from net investment income	(261,448)	(221,435)
Share transactions - net increase (decrease)	1,129,713	(2,112,308)
Redemption fees	262	35,973
Total increase (decrease) in net assets	3,251,915	(565,028)
Net Assets
Beginning of period	17,380,474	17,945,502
End of period (including undistributed net investment income of $97,683 and undistributed net investment income of $239,630, respectively)	$ 20,632,389	$ 17,380,474

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.60	$ 10.61	$ 11.74	$ 10.82	$ 8.98	$ 20.94
Income from Investment Operations
Net investment income (loss) E	.09	.18	.14	.06	.15	.25
Net realized and unrealized gain (loss)	1.46	.96	(1.21)	.99	1.99	(9.22)
Total from investment operations	1.55	1.14	(1.07)	1.05	2.14	(8.97)
Distributions from net investment income	(.20)	(.17)	(.06)	(.13)	(.30)	(.31)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.20)	(.17)	(.06)	(.13)	(.30)	(2.99)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.95	$ 11.60	$ 10.61	$ 11.74	$ 10.82	$ 8.98
Total Return B, C, D	13.50%	11.14%	(9.19)%	9.74%	25.27%	(49.77)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.28% A	2.07%	2.00%	2.05%	2.00%	1.63%
Expenses net of fee waivers, if any	1.45% A	1.45%	1.45%	1.50%	1.50%	1.50%
Expenses net of all reductions	1.39% A	1.42%	1.41%	1.43%	1.46%	1.46%
Net investment income (loss)	1.41% A	1.74%	1.18%	.61%	1.73%	1.65%
Supplemental Data
Net assets, end of period (000 omitted)	$ 9,710	$ 7,870	$ 8,025	$ 10,276	$ 10,904	$ 10,286
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.55	$ 10.56	$ 11.68	$ 10.78	$ 8.92	$ 20.75
Income from Investment Operations
Net investment income (loss) E	.07	.16	.11	.04	.13	.21
Net realized and unrealized gain (loss)	1.46	.94	(1.20)	.97	1.99	(9.17)
Total from investment operations	1.53	1.10	(1.09)	1.01	2.12	(8.96)
Distributions from net investment income	(.17)	(.13)	(.03)	(.11)	(.26)	(.19)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.17)	(.13)	(.03)	(.11)	(.26)	(2.87)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.91	$ 11.55	$ 10.56	$ 11.68	$ 10.78	$ 8.92
Total Return B, C, D	13.38%	10.82%	(9.38)%	9.42%	24.99%	(49.91)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.60% A	2.36%	2.27%	2.34%	2.28%	1.88%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.70%	1.75%	1.75%	1.75%
Expenses net of all reductions	1.64% A	1.66%	1.66%	1.67%	1.71%	1.71%
Net investment income (loss)	1.16% A	1.49%	.93%	.36%	1.48%	1.40%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,304	$ 5,835	$ 5,965	$ 7,496	$ 8,014	$ 7,866
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.23	$ 10.23	$ 11.35	$ 10.48	$ 8.61	$ 20.16
Income from Investment Operations
Net investment income (loss) E	.04	.10	.05	(.01)	.08	.13
Net realized and unrealized gain (loss)	1.43	.92	(1.17)	.94	1.95	(8.86)
Total from investment operations	1.47	1.02	(1.12)	.93	2.03	(8.73)
Distributions from net investment income	(.10)	(.04)	-	(.06)	(.16)	(.14)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.10)	(.04)	-	(.06)	(.16)	(2.82)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.60	$ 11.23	$ 10.23	$ 11.35	$ 10.48	$ 8.61
Total Return B, C, D	13.13%	10.26%	(9.87)%	8.87%	24.34%	(50.13)%
Ratios to Average Net Assets F, H
Expenses before reductions	3.09% A	2.89%	2.78%	2.82%	2.77%	2.39%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.16%	2.16%	2.18%	2.21%	2.21%
Net investment income (loss)	.66% A	.99%	.43%	(.14)%	.98%	.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 751	$ 786	$ 1,136	$ 1,935	$ 2,490	$ 2,806
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.16	$ 10.18	$ 11.30	$ 10.43	$ 8.58	$ 20.10
Income from Investment Operations
Net investment income (loss) E	.04	.10	.05	(.01)	.08	.13
Net realized and unrealized gain (loss)	1.40	.92	(1.17)	.94	1.94	(8.82)
Total from investment operations	1.44	1.02	(1.12)	.93	2.02	(8.69)
Distributions from net investment income	(.11)	(.06)	-	(.06)	(.17)	(.15)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.11)	(.06)	-	(.06)	(.17)	(2.83)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.49	$ 11.16	$ 10.18	$ 11.30	$ 10.43	$ 8.58
Total Return B, C, D	13.03%	10.33%	(9.91)%	8.92%	24.29%	(50.11)%
Ratios to Average Net Assets F, H
Expenses before reductions	3.05% A	2.83%	2.75%	2.82%	2.77%	2.38%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.16%	2.16%	2.18%	2.21%	2.21%
Net investment income (loss)	.67% A	1.00%	.43%	(.14)%	.98%	.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 3,061	$ 2,450	$ 2,524	$ 3,166	$ 3,913	$ 4,522
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.83	$ 10.83	$ 11.98	$ 11.03	$ 9.13	$ 21.27
Income from Investment Operations
Net investment income (loss) D	.10	.22	.18	.09	.18	.30
Net realized and unrealized gain (loss)	1.49	.96	(1.24)	1.01	2.03	(9.38)
Total from investment operations	1.59	1.18	(1.06)	1.10	2.21	(9.08)
Distributions from net investment income	(.23)	(.20)	(.09)	(.15)	(.31)	(.38)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.23)	(.20)	(.09)	(.15)	(.31)	(3.06)
Redemption fees added to paid in capital D	- H	.02	- H	- H	- H	- H
Net asset value, end of period	$ 13.19	$ 11.83	$ 10.83	$ 11.98	$ 11.03	$ 9.13
Total Return B, C	13.59%	11.41%	(8.95)%	10.00%	25.57%	(49.63)%
Ratios to Average Net Assets E, G
Expenses before reductions	1.95% A	1.60%	1.54%	1.80%	1.68%	1.27%
Expenses net of fee waivers, if any	1.20% A	1.20%	1.20%	1.25%	1.25%	1.25%
Expenses net of all reductions	1.14% A	1.16%	1.16%	1.17%	1.21%	1.21%
Net investment income (loss)	1.66% A	2.00%	1.43%	.86%	1.98%	1.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 806	$ 439	$ 296	$ 336	$ 434	$ 378
Portfolio turnover rate F	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H 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 April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Europe Capital Appreciation Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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

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

Gross unrealized appreciation	$ 1,902,620
Gross unrealized depreciation	(316,505)
Net unrealized appreciation (depreciation) on securities and other investments	$ 1,586,115
Tax cost	$ 20,380,653

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (9,488,054)
2017	(8,044,625)
Total with expiration	(17,532,679)
No expiration
Short-term	(483,952)
Long-term	(444,581)
Total no expiration	(928,533)
Total capital loss carryforward	$ (18,461,212)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $18,928,329 and $18,219,338, respectively.

5. 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 an annualized 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 Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 11,516	$ 432
Class T	.25%	.25%	15,120	125
Class B	.75%	.25%	3,900	2,932
Class C	.75%	.25%	13,619	2,479
			$ 44,155	$ 5,968

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 2,362
Class T	1,253
Class B*	179
Class C*	270
	$ 4,064

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 14,314	.31
Class T	9,812	.32
Class B	1,205	.31
Class C	4,182	.31
Institutional Class	933	.21
	$ 30,446

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $35 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $25 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

7. Security Lending - continued

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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $3,623. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.45%	$ 38,107
Class T	1.70%	27,136
Class B	2.20%	3,463
Class C	2.20%	11,652
Institutional Class	1.20%	3,369
		$ 83,727

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 $6,100 for the period.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 133,138	$ 122,753
Class T	83,345	73,896
Class B	6,379	4,700
Class C	24,059	15,083
Institutional Class	14,527	5,003
Total	$ 261,448	$ 221,435

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	198,361	401,078	$ 2,456,132	$ 4,178,943
Reinvestment of distributions	9,762	10,620	114,709	106,515
Shares redeemed	(136,650)	(489,592)	(1,697,030)	(5,195,802)
Net increase (decrease)	71,473	(77,894)	$ 873,811	$ (910,344)
Class T
Shares sold	50,921	65,298	$ 621,980	$ 714,626
Reinvestment of distributions	6,938	7,166	81,311	71,732
Shares redeemed	(74,597)	(132,306)	(901,194)	(1,389,315)
Net increase (decrease)	(16,738)	(59,842)	$ (197,903)	$ (602,957)
Class B
Shares sold	2,785	229	$ 33,423	$ 2,308
Reinvestment of distributions	516	422	5,917	4,127
Shares redeemed	(13,657)	(41,741)	(163,105)	(429,868)
Net increase (decrease)	(10,356)	(41,090)	$ (123,765)	$ (423,433)
Class C
Shares sold	50,032	50,841	$ 595,878	$ 527,022
Reinvestment of distributions	1,826	1,320	20,757	12,817
Shares redeemed	(26,409)	(80,504)	(310,368)	(833,417)
Net increase (decrease)	25,449	(28,343)	$ 306,267	$ (293,578)
Institutional Class
Shares sold	75,599	85,776	$ 929,944	$ 893,128
Reinvestment of distributions	1,075	381	12,853	3,887
Shares redeemed	(52,682)	(76,353)	(671,494)	(779,011)
Net increase (decrease)	23,992	9,804	$ 271,303	$ 118,004

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.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investment Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

AEUR-USAN-0613
1.784875.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Europe Capital Appreciation

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,135.00	$ 7.68
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,133.80	$ 8.99
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,131.30	$ 11.63
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.20%
Actual		$ 1,000.00	$ 1,130.30	$ 11.62
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.20%
Actual		$ 1,000.00	$ 1,135.90	$ 6.36
HypotheticalA		$ 1,000.00	$ 1,018.84	$ 6.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Nestle SA (Switzerland, Food Products)	3.9	3.6
Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)	3.4	0.0
Royal Dutch Shell PLC Class B (United Kingdom) (United Kingdom, Oil, Gas & Consumable Fuels)	2.6	0.0
Sanofi SA (France, Pharmaceuticals)	2.5	3.1
British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)	2.4	1.9
	14.8
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	20.1	17.0
Consumer Staples	18.1	16.7
Consumer Discretionary	13.3	17.3
Industrials	12.9	10.0
Health Care	12.3	11.8
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United Kingdom	31.4	36.7
Germany	14.1	9.9
Switzerland	13.7	8.1
France	11.3	10.7
Italy	4.6	3.8

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 97.8%		Stocks 99.0%
	Short-Term Investments and Net Other Assets (Liabilities) 2.2%		Short-Term Investments and Net Other Assets (Liabilities) 1.0%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.7%
	Shares		Value
Austria - 0.6%
Erste Group Bank AG	3,900		$ 122,239
Bailiwick of Jersey - 1.1%
Informa PLC	14,549		108,027
Wolseley PLC	2,345		115,944
TOTAL BAILIWICK OF JERSEY			223,971
Belgium - 2.8%
Anheuser-Busch InBev SA NV (c)	3,800		365,068
KBC Groupe SA	3,019		118,481
UCB SA	1,500		88,657
TOTAL BELGIUM			572,206
Bermuda - 0.8%
Bunge Ltd.	1,100		79,431
Signet Jewelers Ltd.	1,200		82,476
TOTAL BERMUDA			161,907
Canada - 0.4%
Goldcorp, Inc.	2,500		73,999
Denmark - 2.4%
Coloplast A/S Series B	1,800		97,932
FLSmidth & Co. A/S	1,400		81,436
Novo Nordisk A/S Series B	1,837		323,358
TOTAL DENMARK			502,726
Finland - 1.6%
Amer Group PLC (A Shares)	6,000		102,090
Raisio Group PLC (V Shares)	12,000		51,361
Sampo Oyj (A Shares)	4,500		179,566
TOTAL FINLAND			333,017
France - 11.3%
Atos Origin SA	1,462		101,756
AXA SA (c)	11,500		215,285
BNP Paribas SA	5,195		289,466
Christian Dior SA	1,600		278,877
Ipsos SA	1,500		50,275
Legrand SA	2,700		125,821
PPR SA	1,200		263,996
Publicis Groupe SA	2,200		153,035
Sanofi SA	4,818		520,901
Common Stocks - continued
	Shares		Value
France - continued
Schneider Electric SA	2,800		$ 213,504
Technip SA	1,100		118,065
TOTAL FRANCE			2,330,981
Germany - 13.0%
adidas AG	1,800		187,981
BASF AG (c)	3,515		328,294
Bayer AG (c)	3,400		354,718
Beiersdorf AG	1,100		99,565
Brenntag AG	800		136,383
CTS Eventim AG	2,531		97,746
Daimler AG (Germany)	3,775		208,877
Deutsche Bank AG	1,300		59,843
Deutsche Boerse AG	1,900		118,605
Deutsche Post AG	7,055		167,425
ElringKlinger AG	2,000		65,281
GEA Group AG	3,557		120,319
GSW Immobilien AG	2,100		84,268
HeidelbergCement Finance AG	1,800		129,596
Linde AG	1,200		226,937
SAP AG	3,675		292,978
TOTAL GERMANY			2,678,816
Ireland - 2.7%
DCC PLC (Ireland)	3,200		117,114
Dragon Oil PLC	7,500		73,745
FBD Holdings PLC	5,200		84,472
Greencore Group PLC	50,700		83,874
Kingspan Group PLC (United Kingdom)	7,600		91,756
Ryanair Holdings PLC sponsored ADR	2,600		112,684
TOTAL IRELAND			563,645
Israel - 0.3%
Israel Chemicals Ltd.	5,400		64,228
Italy - 4.6%
Astaldi SpA	11,600		80,126
Azimut Holding SpA	4,900		91,117
Banca Popolare dell'Emilia Romagna Scrl	9,800		82,986
Beni Stabili SpA SIIQ	147,800		104,135
Enel SpA	21,482		83,062
ENI SpA	13,000		310,263
Common Stocks - continued
	Shares		Value
Italy - continued
Prada SpA	10,600		$ 95,548
Prysmian SpA (c)	5,300		107,001
TOTAL ITALY			954,238
Luxembourg - 0.4%
Eurofins Scientific SA	400		86,919
Netherlands - 1.0%
ASML Holding NV (Netherlands)	2,047		152,323
LyondellBasell Industries NV Class A	800		48,560
TOTAL NETHERLANDS			200,883
Norway - 2.3%
DnB ASA (c)	11,800		192,864
Merkantildata ASA	7,800		83,526
Telenor ASA	9,000		202,272
TOTAL NORWAY			478,662
Russia - 0.5%
Magnit OJSC GDR (Reg. S)	1,900		96,900
Spain - 1.4%
Criteria CaixaCorp SA	39,700		146,967
Repsol YPF SA	5,941		139,267
TOTAL SPAIN			286,234
Sweden - 2.2%
ASSA ABLOY AB (B Shares) (c)	3,400		135,401
Svenska Cellulosa AB (SCA) (B Shares)	5,600		145,421
Svenska Handelsbanken AB (A Shares)	4,000		181,699
TOTAL SWEDEN			462,521
Switzerland - 13.7%
Adecco SA (Reg.)	2,161		115,580
Aryzta AG	2,460		152,659
Nestle SA	11,344		808,970
Partners Group Holding AG	520		133,384
Roche Holding AG (participation certificate)	2,836		708,847
Schindler Holding AG (participation certificate)	1,132		169,715
Syngenta AG (Switzerland)	576		246,251
UBS AG	15,762		281,169
Zurich Insurance Group AG	793		221,405
TOTAL SWITZERLAND			2,837,980
Common Stocks - continued
	Shares		Value
Turkey - 0.4%
Coca-Cola Icecek A/S	3,000		$ 83,670
United Kingdom - 31.4%
Anglo American PLC (United Kingdom)	3,100		75,361
Associated British Foods PLC	4,900		147,281
Barclays PLC	49,390		220,402
BG Group PLC	5,300		89,284
BHP Billiton PLC	10,530		296,238
British American Tobacco PLC (United Kingdom)	8,900		493,374
British Land Co. PLC	13,292		122,747
Bunzl PLC	6,100		121,191
Centrica PLC	41,400		238,585
Compass Group PLC	13,700		180,249
Dechra Pharmaceuticals PLC	9,200		102,608
Diageo PLC	11,034		336,952
Galliford Try PLC	6,500		99,504
GlaxoSmithKline PLC	10,900		281,236
HSBC Holdings PLC (United Kingdom)	22,400		245,325
ICAP PLC	19,000		84,940
ITV PLC	58,400		114,211
Kingfisher PLC	21,000		102,134
London Stock Exchange Group PLC	5,700		118,733
Meggitt PLC	17,200		125,199
Next PLC	2,100		142,192
Prudential PLC	15,236		261,977
Rolls-Royce Group PLC	12,196		214,075
Royal Dutch Shell PLC Class B (United Kingdom)	15,554		545,595
Schroders PLC	2,900		105,185
Serco Group PLC	11,889		114,223
SIG PLC	41,900		105,503
Standard Chartered PLC (United Kingdom)	10,652		267,553
Taylor Wimpey PLC	112,200		162,086
Tesco PLC	40,200		228,641
Unilever PLC	6,900		298,954
Vodafone Group PLC	107,200		327,099
William Hill PLC	15,500		102,568
TOTAL UNITED KINGDOM			6,471,205
United States of America - 1.8%
Beam, Inc.	1,400		90,594
Colgate-Palmolive Co.	800		95,528
Common Stocks - continued
	Shares		Value
United States of America - continued
Oracle Corp.	2,700		$ 88,506
Philip Morris International, Inc.	1,000		95,590
TOTAL UNITED STATES OF AMERICA			370,218
TOTAL COMMON STOCKS (Cost $18,311,885)		19,957,165
Nonconvertible Preferred Stocks - 1.1%
Germany - 1.1%
Volkswagen AG	1,100		222,946
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	1,451,324		2,254
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $202,982)		225,200
Money Market Funds - 8.7%
Fidelity Cash Central Fund, 0.13% (a)	325,433		325,433
Fidelity Securities Lending Cash Central Fund, 0.12% (a)(b)	1,458,970		1,458,970
TOTAL MONEY MARKET FUNDS (Cost $1,784,403)		1,784,403
TOTAL INVESTMENT PORTFOLIO - 106.5% (Cost $20,299,270)			21,966,768
NET OTHER ASSETS (LIABILITIES) - (6.5)%			(1,334,379)
NET ASSETS - 100%		$ 20,632,389

Legend

(a) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 381
Fidelity Securities Lending Cash Central Fund	3,623
Total	$ 4,004

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 2,720,595	$ 2,720,595	$ -	$ -
Consumer Staples	3,753,833	1,450,515	2,303,318	-
Energy	1,276,219	420,361	855,858	-
Financials	4,134,813	3,066,097	1,068,716	-
Health Care	2,565,176	1,439,681	1,125,495	-
Industrials	2,672,158	2,672,158	-	-
Information Technology	719,089	273,788	445,301	-
Materials	1,489,464	946,975	542,489	-
Telecommunication Services	529,371	202,272	327,099	-
Utilities	321,647	321,647	-	-
Money Market Funds	1,784,403	1,784,403	-	-
Total Investments in Securities:	$ 21,966,768	$ 15,298,492	$ 6,668,276	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 624,697
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $1,392,921) - See accompanying schedule: Unaffiliated issuers (cost $18,514,867)	$ 20,182,365
Fidelity Central Funds (cost $1,784,403)	1,784,403
Total Investments (cost $20,299,270)		$ 21,966,768
Foreign currency held at value (cost $25,446)		25,448
Receivable for investments sold		353,770
Receivable for fund shares sold		132,605
Dividends receivable		93,663
Distributions receivable from Fidelity Central Funds		2,007
Prepaid expenses		11
Receivable from investment adviser for expense reductions		14,497
Other receivables		3,181
Total assets		22,591,950
Liabilities
Payable for investments purchased	$ 345,164
Payable for fund shares redeemed	97,729
Accrued management fee	11,788
Distribution and service plan fees payable	7,617
Other affiliated payables	5,998
Other payables and accrued expenses	32,295
Collateral on securities loaned, at value	1,458,970
Total liabilities		1,959,561
Net Assets		$ 20,632,389
Net Assets consist of:
Paid in capital		$ 35,485,159
Undistributed net investment income		97,683
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(16,619,356)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		1,668,903
Net Assets		$ 20,632,389

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($9,709,689 ÷ 749,975 shares)		$ 12.95
Maximum offering price per share (100/94.25 of $12.95)		$ 13.74
Class T: Net Asset Value and redemption price per share ($6,304,431 ÷ 488,474 shares)		$ 12.91
Maximum offering price per share (100/96.50 of $12.91)		$ 13.38
Class B: Net Asset Value and offering price per share ($751,366 ÷ 59,647 shares)A		$ 12.60
Class C: Net Asset Value and offering price per share ($3,061,064 ÷ 245,090 shares)A		$ 12.49
Institutional Class: Net Asset Value, offering price and redemption price per share ($805,839 ÷ 61,088 shares)		$ 13.19

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 294,169
Income from Fidelity Central Funds		4,004
Income before foreign taxes withheld		298,173
Less foreign taxes withheld		(22,715)
Total income		275,458
Expenses
Management fee	$ 69,388
Transfer agent fees	30,446
Distribution and service plan fees	44,155
Accounting and security lending fees	5,103
Custodian fees and expenses	12,052
Independent trustees' compensation	61
Registration fees	57,452
Audit	27,015
Legal	44
Miscellaneous	68
Total expenses before reductions	245,784
Expense reductions	(89,827)	155,957
Net investment income (loss)		119,501
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	1,977,268
Foreign currency transactions	(4,203)
Total net realized gain (loss)		1,973,065
Change in net unrealized appreciation (depreciation) on: Investment securities	289,288
Assets and liabilities in foreign currencies	1,534
Total change in net unrealized appreciation (depreciation)		290,822
Net gain (loss)		2,263,887
Net increase (decrease) in net assets resulting from operations		$ 2,383,388

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 119,501	$ 259,047
Net realized gain (loss)	1,973,065	(884,624)
Change in net unrealized appreciation (depreciation)	290,822	2,358,319
Net increase (decrease) in net assets resulting from operations	2,383,388	1,732,742
Distributions to shareholders from net investment income	(261,448)	(221,435)
Share transactions - net increase (decrease)	1,129,713	(2,112,308)
Redemption fees	262	35,973
Total increase (decrease) in net assets	3,251,915	(565,028)
Net Assets
Beginning of period	17,380,474	17,945,502
End of period (including undistributed net investment income of $97,683 and undistributed net investment income of $239,630, respectively)	$ 20,632,389	$ 17,380,474

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.60	$ 10.61	$ 11.74	$ 10.82	$ 8.98	$ 20.94
Income from Investment Operations
Net investment income (loss) E	.09	.18	.14	.06	.15	.25
Net realized and unrealized gain (loss)	1.46	.96	(1.21)	.99	1.99	(9.22)
Total from investment operations	1.55	1.14	(1.07)	1.05	2.14	(8.97)
Distributions from net investment income	(.20)	(.17)	(.06)	(.13)	(.30)	(.31)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.20)	(.17)	(.06)	(.13)	(.30)	(2.99)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.95	$ 11.60	$ 10.61	$ 11.74	$ 10.82	$ 8.98
Total Return B, C, D	13.50%	11.14%	(9.19)%	9.74%	25.27%	(49.77)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.28% A	2.07%	2.00%	2.05%	2.00%	1.63%
Expenses net of fee waivers, if any	1.45% A	1.45%	1.45%	1.50%	1.50%	1.50%
Expenses net of all reductions	1.39% A	1.42%	1.41%	1.43%	1.46%	1.46%
Net investment income (loss)	1.41% A	1.74%	1.18%	.61%	1.73%	1.65%
Supplemental Data
Net assets, end of period (000 omitted)	$ 9,710	$ 7,870	$ 8,025	$ 10,276	$ 10,904	$ 10,286
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.55	$ 10.56	$ 11.68	$ 10.78	$ 8.92	$ 20.75
Income from Investment Operations
Net investment income (loss) E	.07	.16	.11	.04	.13	.21
Net realized and unrealized gain (loss)	1.46	.94	(1.20)	.97	1.99	(9.17)
Total from investment operations	1.53	1.10	(1.09)	1.01	2.12	(8.96)
Distributions from net investment income	(.17)	(.13)	(.03)	(.11)	(.26)	(.19)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.17)	(.13)	(.03)	(.11)	(.26)	(2.87)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.91	$ 11.55	$ 10.56	$ 11.68	$ 10.78	$ 8.92
Total Return B, C, D	13.38%	10.82%	(9.38)%	9.42%	24.99%	(49.91)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.60% A	2.36%	2.27%	2.34%	2.28%	1.88%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.70%	1.75%	1.75%	1.75%
Expenses net of all reductions	1.64% A	1.66%	1.66%	1.67%	1.71%	1.71%
Net investment income (loss)	1.16% A	1.49%	.93%	.36%	1.48%	1.40%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,304	$ 5,835	$ 5,965	$ 7,496	$ 8,014	$ 7,866
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.23	$ 10.23	$ 11.35	$ 10.48	$ 8.61	$ 20.16
Income from Investment Operations
Net investment income (loss) E	.04	.10	.05	(.01)	.08	.13
Net realized and unrealized gain (loss)	1.43	.92	(1.17)	.94	1.95	(8.86)
Total from investment operations	1.47	1.02	(1.12)	.93	2.03	(8.73)
Distributions from net investment income	(.10)	(.04)	-	(.06)	(.16)	(.14)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.10)	(.04)	-	(.06)	(.16)	(2.82)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.60	$ 11.23	$ 10.23	$ 11.35	$ 10.48	$ 8.61
Total Return B, C, D	13.13%	10.26%	(9.87)%	8.87%	24.34%	(50.13)%
Ratios to Average Net Assets F, H
Expenses before reductions	3.09% A	2.89%	2.78%	2.82%	2.77%	2.39%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.16%	2.16%	2.18%	2.21%	2.21%
Net investment income (loss)	.66% A	.99%	.43%	(.14)%	.98%	.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 751	$ 786	$ 1,136	$ 1,935	$ 2,490	$ 2,806
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.16	$ 10.18	$ 11.30	$ 10.43	$ 8.58	$ 20.10
Income from Investment Operations
Net investment income (loss) E	.04	.10	.05	(.01)	.08	.13
Net realized and unrealized gain (loss)	1.40	.92	(1.17)	.94	1.94	(8.82)
Total from investment operations	1.44	1.02	(1.12)	.93	2.02	(8.69)
Distributions from net investment income	(.11)	(.06)	-	(.06)	(.17)	(.15)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.11)	(.06)	-	(.06)	(.17)	(2.83)
Redemption fees added to paid in capital E	- I	.02	- I	- I	- I	- I
Net asset value, end of period	$ 12.49	$ 11.16	$ 10.18	$ 11.30	$ 10.43	$ 8.58
Total Return B, C, D	13.03%	10.33%	(9.91)%	8.92%	24.29%	(50.11)%
Ratios to Average Net Assets F, H
Expenses before reductions	3.05% A	2.83%	2.75%	2.82%	2.77%	2.38%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.16%	2.16%	2.18%	2.21%	2.21%
Net investment income (loss)	.67% A	1.00%	.43%	(.14)%	.98%	.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 3,061	$ 2,450	$ 2,524	$ 3,166	$ 3,913	$ 4,522
Portfolio turnover rate G	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.83	$ 10.83	$ 11.98	$ 11.03	$ 9.13	$ 21.27
Income from Investment Operations
Net investment income (loss) D	.10	.22	.18	.09	.18	.30
Net realized and unrealized gain (loss)	1.49	.96	(1.24)	1.01	2.03	(9.38)
Total from investment operations	1.59	1.18	(1.06)	1.10	2.21	(9.08)
Distributions from net investment income	(.23)	(.20)	(.09)	(.15)	(.31)	(.38)
Distributions from net realized gain	-	-	-	-	-	(2.68)
Total distributions	(.23)	(.20)	(.09)	(.15)	(.31)	(3.06)
Redemption fees added to paid in capital D	- H	.02	- H	- H	- H	- H
Net asset value, end of period	$ 13.19	$ 11.83	$ 10.83	$ 11.98	$ 11.03	$ 9.13
Total Return B, C	13.59%	11.41%	(8.95)%	10.00%	25.57%	(49.63)%
Ratios to Average Net Assets E, G
Expenses before reductions	1.95% A	1.60%	1.54%	1.80%	1.68%	1.27%
Expenses net of fee waivers, if any	1.20% A	1.20%	1.20%	1.25%	1.25%	1.25%
Expenses net of all reductions	1.14% A	1.16%	1.16%	1.17%	1.21%	1.21%
Net investment income (loss)	1.66% A	2.00%	1.43%	.86%	1.98%	1.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 806	$ 439	$ 296	$ 336	$ 434	$ 378
Portfolio turnover rate F	190% A	108%	118%	143%	109%	112%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H 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 April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Europe Capital Appreciation Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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

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

Gross unrealized appreciation	$ 1,902,620
Gross unrealized depreciation	(316,505)
Net unrealized appreciation (depreciation) on securities and other investments	$ 1,586,115
Tax cost	$ 20,380,653

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (9,488,054)
2017	(8,044,625)
Total with expiration	(17,532,679)
No expiration
Short-term	(483,952)
Long-term	(444,581)
Total no expiration	(928,533)
Total capital loss carryforward	$ (18,461,212)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $18,928,329 and $18,219,338, respectively.

5. 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 an annualized 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 Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 11,516	$ 432
Class T	.25%	.25%	15,120	125
Class B	.75%	.25%	3,900	2,932
Class C	.75%	.25%	13,619	2,479
			$ 44,155	$ 5,968

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 2,362
Class T	1,253
Class B*	179
Class C*	270
	$ 4,064

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 14,314	.31
Class T	9,812	.32
Class B	1,205	.31
Class C	4,182	.31
Institutional Class	933	.21
	$ 30,446

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $35 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $25 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

7. Security Lending - continued

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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $3,623. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.45%	$ 38,107
Class T	1.70%	27,136
Class B	2.20%	3,463
Class C	2.20%	11,652
Institutional Class	1.20%	3,369
		$ 83,727

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 $6,100 for the period.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 133,138	$ 122,753
Class T	83,345	73,896
Class B	6,379	4,700
Class C	24,059	15,083
Institutional Class	14,527	5,003
Total	$ 261,448	$ 221,435

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	198,361	401,078	$ 2,456,132	$ 4,178,943
Reinvestment of distributions	9,762	10,620	114,709	106,515
Shares redeemed	(136,650)	(489,592)	(1,697,030)	(5,195,802)
Net increase (decrease)	71,473	(77,894)	$ 873,811	$ (910,344)
Class T
Shares sold	50,921	65,298	$ 621,980	$ 714,626
Reinvestment of distributions	6,938	7,166	81,311	71,732
Shares redeemed	(74,597)	(132,306)	(901,194)	(1,389,315)
Net increase (decrease)	(16,738)	(59,842)	$ (197,903)	$ (602,957)
Class B
Shares sold	2,785	229	$ 33,423	$ 2,308
Reinvestment of distributions	516	422	5,917	4,127
Shares redeemed	(13,657)	(41,741)	(163,105)	(429,868)
Net increase (decrease)	(10,356)	(41,090)	$ (123,765)	$ (423,433)
Class C
Shares sold	50,032	50,841	$ 595,878	$ 527,022
Reinvestment of distributions	1,826	1,320	20,757	12,817
Shares redeemed	(26,409)	(80,504)	(310,368)	(833,417)
Net increase (decrease)	25,449	(28,343)	$ 306,267	$ (293,578)
Institutional Class
Shares sold	75,599	85,776	$ 929,944	$ 893,128
Reinvestment of distributions	1,075	381	12,853	3,887
Shares redeemed	(52,682)	(76,353)	(671,494)	(779,011)
Net increase (decrease)	23,992	9,804	$ 271,303	$ 118,004

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.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investment Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

AEURI-USAN-0613
1.784876.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Global Capital Appreciation

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense RatioB	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,176.90	$ 7.83
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,175.40	$ 9.17
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,172.90	$ 11.85
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.20%
Actual		$ 1,000.00	$ 1,173.20	$ 11.85
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.11%
Actual		$ 1,000.00	$ 1,179.90	$ 6.00
HypotheticalA		$ 1,000.00	$ 1,019.29	$ 5.56

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Google, Inc. Class A (United States of America, Internet Software & Services)	1.6	1.3
Sanofi SA sponsored ADR (France, Pharmaceuticals)	1.0	1.4
Jarden Corp. (United States of America, Household Durables)	1.0	1.0
Aceto Corp. (United States of America, Trading Companies & Distributors)	0.9	0.6
Computer Task Group, Inc. (United States of America, IT Services)	0.9	0.9
	5.4
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	19.7	22.0
Information Technology	18.2	20.6
Financials	15.9	14.7
Industrials	12.9	12.2
Health Care	10.1	8.9
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United States of America	38.7	38.7
Japan	9.3	9.5
Korea (South)	6.2	3.6
United Kingdom	4.0	4.4
Germany	3.4	2.2

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 99.6%		Stocks 98.8%
	Short-Term Investments and Net Other Assets (Liabilities) 0.4%		Short-Term Investments and Net Other Assets (Liabilities) 1.2%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.4%
	Shares		Value
Australia - 1.2%
Carsales.com Ltd.	43,116		$ 432,233
Flexigroup Ltd.	43,987		191,526
Goodman Group unit	25,755		139,108
Ramsay Health Care Ltd.	2,770		91,864
The Reject Shop Ltd.	12,520		230,775
TOTAL AUSTRALIA			1,085,506
Bailiwick of Jersey - 0.5%
Delphi Automotive PLC	4,800		221,808
Genel Energy PLC (a)	16,600		229,492
TOTAL BAILIWICK OF JERSEY			451,300
Belgium - 0.8%
Anheuser-Busch InBev SA NV ADR (d)	7,000		669,340
Bermuda - 1.1%
CSI Properties Ltd.	2,400,000		112,884
Fairwood Holdings Ltd.	57,000		121,637
Invesco Ltd.	11,900		377,706
Skyworth Digital Holdings Ltd.	294,000		242,091
Soundwill Holdings Ltd.	58,000		141,709
TOTAL BERMUDA			996,027
Brazil - 1.9%
Abril Educacao SA unit	11,300		243,932
Arezzo Industria e Comercio SA	10,300		217,043
Brasil Foods SA	8,800		218,334
Brasil Insurance Participacoes e Administracao SA	18,200		193,121
CCR SA	19,300		188,876
Companhia Brasileira de Distribuicao Grupo Pao de Acucar rights (a)	4		12
Duratex SA	28,380		213,196
Mills Estruturas e Servicos de Engenharia SA	13,300		217,839
Ultrapar Participacoes SA	8,000		212,920
TOTAL BRAZIL			1,705,273
British Virgin Islands - 0.4%
Amira Nature Foods Ltd.	14,300		109,538
Mail.Ru Group Ltd. GDR (Reg. S)	9,100		245,700
TOTAL BRITISH VIRGIN ISLANDS			355,238
Canada - 3.0%
Alimentation Couche-Tard, Inc. Class B (sub. vtg.)	2,600		157,969
B2Gold Corp. (a)	3,688		9,262
Common Stocks - continued
	Shares		Value
Canada - continued
Barrick Gold Corp.	11,900		$ 234,586
Canadian Natural Resources Ltd.	12,500		366,644
Constellation Software, Inc.	1,700		232,021
Dollarama, Inc.	3,200		234,414
Goldcorp, Inc.	3,400		100,638
Osisko Mining Corp. (a)	18,700		78,887
PetroBakken Energy Ltd.	11,935		101,882
Petrobank Energy & Resources Ltd. (a)	10,800		7,290
Suncor Energy, Inc.	15,300		477,019
SunOpta, Inc. (a)	30,700		222,453
WestJet Airlines Ltd.	9,100		223,469
Xtreme Drilling & Coil Services Corp. (a)	93,300		236,156
TOTAL CANADA			2,682,690
Cayman Islands - 2.2%
Biostime International Holdings Ltd.	17,500		100,803
China Medical System Holdings Ltd.	254,000		249,085
Greatview Aseptic Pack Co. Ltd.	157,000		93,874
Pico Far East Holdings Ltd.	580,000		210,769
Sands China Ltd.	40,800		213,986
Shenzhou International Group Holdings Ltd.	89,000		258,049
SITC International Holdings Co. Ltd.	311,000		114,218
SOHO China Ltd.	129,500		111,808
Springland International Holdings Ltd.	178,000		92,668
Sunny Optical Technology Group Co. Ltd.	34,000		45,128
Towngas China Co. Ltd.	212,000		203,800
Vinda International Holdings Ltd.	158,000		206,455
TOTAL CAYMAN ISLANDS			1,900,643
Curacao - 0.1%
Schlumberger Ltd.	800		59,544
Denmark - 0.5%
Novo Nordisk A/S Series B	1,100		193,627
SimCorp A/S	900		263,111
TOTAL DENMARK			456,738
Finland - 0.5%
PK Cables OY	7,900		194,137
Pohjola Bank PLC (A Shares)	13,300		226,299
TOTAL FINLAND			420,436
Common Stocks - continued
	Shares		Value
France - 1.4%
BNP Paribas SA	2,300		$ 128,156
Club Mediterranee SA (a)	12,400		210,659
Sanofi SA sponsored ADR	16,300		869,605
TOTAL FRANCE			1,208,420
Germany - 3.4%
Aareal Bank AG (a)	11,773		282,956
adidas AG	2,500		261,085
Bertrandt AG	2,600		299,058
Brenntag AG	1,600		272,767
CTS Eventim AG	11,084		428,059
HeidelbergCement Finance AG	2,800		201,593
Isra Vision AG	2,600		113,833
Jenoptik AG	20,000		229,386
KUKA AG	6,000		271,028
LPKF Laser & Electronics AG	9,000		237,110
MLP AG	22,900		162,552
Rational AG	800		248,061
TOTAL GERMANY			3,007,488
Hong Kong - 0.4%
Galaxy Entertainment Group Ltd. (a)	47,000		210,466
Magnificent Estates Ltd.	2,940,000		170,486
TOTAL HONG KONG			380,952
India - 2.7%
Britannia Industries Ltd. (a)	10,843		117,115
Dr. Reddy's Laboratories Ltd.	5,868		222,131
Gitanjali Gems Ltd.	18,089		208,216
Idea Cellular Ltd. (a)	93,423		231,012
IndusInd Bank Ltd.	24,661		214,868
INFO Edge India Ltd.	9,013		59,205
Ipca Laboratories Ltd.	25,496		241,401
Jubilant Foodworks Ltd. (a)	770		15,914
Kotak Mahindra Bank Ltd.	7,683		101,195
Manappuram General Finance & Leasing Ltd.	263,118		85,035
Page Industries Ltd.	2,451		163,984
Pidilite Industries Ltd. (a)	46,372		215,254
Shriram Transport Finance Co. Ltd.	8,532		118,472
Smithkline Beecham Consumer Healthcare Ltd.	1,497		112,170
Common Stocks - continued
	Shares		Value
India - continued
Speciality Restaurants Ltd.	51,548		$ 180,180
Talwalkars Better Value Fitness Ltd.	31,015		80,679
TOTAL INDIA			2,366,831
Indonesia - 2.0%
PT Agung Podomoro Land Tbk	4,075,500		199,111
PT Alam Sutera Realty Tbk	1,937,000		209,190
PT Bank Mandiri (Persero) Tbk	193,000		208,434
PT Ciputra Development Tbk	1,835,500		260,528
PT Global Mediacom Tbk	830,500		185,789
PT Indocement Tunggal Prakarsa Tbk	90,500		245,739
PT Pembangunan Perumahan Persero Tbk	1,951,000		284,949
PT Surya Semesta Internusa Tbk	1,289,000		209,475
TOTAL INDONESIA			1,803,215
Ireland - 1.1%
Eaton Corp. PLC	3,400		208,794
Paddy Power PLC (Ireland)	3,400		286,344
Trinity Biotech PLC sponsored ADR	27,641		441,980
TOTAL IRELAND			937,118
Italy - 1.3%
Banca IFIS SpA	23,300		243,792
De Longhi SpA	26,000		394,110
ENI SpA	15,500		369,929
Prada SpA	10,800		97,351
TOTAL ITALY			1,105,182
Japan - 9.3%
ARNEST ONE Corp.	17,200		394,703
AT-Group Co. Ltd.	11,000		191,816
CAC Corp.	22,700		236,205
Chiyoda Corp.	21,000		215,900
cocokara fine HOLDINGS, Inc.	6,300		238,186
Credit Saison Co. Ltd.	3,900		114,081
Emori & Co. Ltd.	8,000		100,552
Hamakyorex Co. Ltd.	3,600		127,501
Hino Motors Ltd.	11,000		168,024
Hitachi Capital Corp.	16,800		418,844
IBJ Leasing Co. Ltd.	7,500		263,667
J Trust Co. Ltd.	11,200		459,995
Kanamoto Co. Ltd.	15,000		346,308
Kanto Natural Gas Development	18,000		121,175
Common Stocks - continued
	Shares		Value
Japan - continued
Kitz Corp.	41,300		$ 238,687
Mitsubishi UFJ Lease & Finance Co. Ltd.	20,700		116,926
Monex Group, Inc.	612		276,131
Nakanishi, Inc.	1,000		127,821
NSD Co. Ltd.	24,400		278,043
Otsuka Corp.	2,400		248,795
Otsuka Holdings Co. Ltd.	7,100		256,042
Pigeon Corp.	2,600		223,676
Relo Holdings Corp.	6,400		359,829
Ryoyo Electro Corp.	16,500		149,003
Seven & i Holdings Co. Ltd.	14,200		546,220
Shinsei Bank Ltd.	190,000		533,273
The Suruga Bank Ltd.	14,000		247,690
Tohokushinsha Film Corp.	29,300		290,188
Toshiba Plant Systems & Services Corp.	7,000		94,781
Tsutsumi Jewelry Co. Ltd.	15,200		474,645
Utoc Corp.	21,100		73,787
Wacom Co. Ltd.	24		110,002
Workman Co. Ltd.	3,700		121,586
TOTAL JAPAN			8,164,082
Korea (South) - 6.2%
AJ Rent A Car Co. Ltd.	22,090		239,627
Cheil Worldwide, Inc.	5,960		147,159
CJ Corp.	1,599		209,743
CJ Freshway Corp.	5,574		209,731
Cosmax, Inc.	4,340		218,259
CTC BIO, Inc.	8,613		261,922
GS Retail Co. Ltd.	5,990		160,678
Hana Tour Service, Inc.	2,625		169,184
InkTec Co. Ltd. (a)	7,864		236,289
Jahwa Electronics Co. Ltd.	10,080		257,122
Kginicis Co. Ltd.	15,954		256,339
Koh Young Technology, Inc.	6,904		214,651
Korea Kolmar Holdings Co. Ltd.	11,620		177,210
KT Skylife Co. Ltd.	7,250		280,033
Lotte Samkang Co. Ltd.	354		282,786
Medy-Tox, Inc.	2,031		222,346
NHN Corp.	815		218,989
OPTRON-TEC, Inc. (a)	14,627		219,748
Paradise Co. Ltd.	10,962		227,378
Samsung Electronics Co. Ltd.	333		459,473
Common Stocks - continued
	Shares		Value
Korea (South) - continued
Sangbo Co. Ltd.	14,716		$ 224,425
Seegene, Inc.	3,359		200,331
Suprema, Inc.	5,866		117,947
Vieworks Co. Ltd.	10,671		218,023
TOTAL KOREA (SOUTH)			5,429,393
Luxembourg - 0.5%
Altisource Portfolio Solutions SA	2,200		181,588
Samsonite International SA	89,700		220,778
TOTAL LUXEMBOURG			402,366
Malaysia - 0.8%
Hong Leong Credit Bhd	43,800		223,139
Oldtown Bhd	263,100		220,511
SapuraKencana Petroleum Bhd (a)	213,500		223,149
TOTAL MALAYSIA			666,799
Mexico - 1.9%
Alsea S.A.B. de CV	115,300		352,481
Banregio Grupo Financiero SA	38,500		212,407
Coca-Cola FEMSA S.A.B. de CV Series L	6,600		106,607
Embotelladoras Arca S.A.B. de CC	28,200		232,571
Fibra Uno Administracion SA de CV	64,700		248,840
Fomento Economico Mexicano S.A.B. de CV unit	22,100		251,335
Grupo Financiero Banorte S.A.B. de CV Series O	38,800		292,575
TOTAL MEXICO			1,696,816
Netherlands - 1.0%
LyondellBasell Industries NV Class A	4,200		254,940
Randstad Holding NV	2,500		104,088
Unilever NV (Certificaten Van Aandelen) (Bearer)	12,915		550,325
TOTAL NETHERLANDS			909,353
New Zealand - 0.4%
Diligent Board Member Services, Inc. (a)	35,632		230,286
Summerset Group Holdings Ltd.	56,010		147,868
TOTAL NEW ZEALAND			378,154
Norway - 0.4%
TGS Nopec Geophysical Co. ASA	8,700		311,549
Panama - 0.5%
Copa Holdings SA Class A	3,302		414,665
Common Stocks - continued
	Shares		Value
Philippines - 0.7%
Bank of the Philippine Islands (BPI)	62,210		$ 155,317
EastWest Banking Corp.	262,200		227,336
Vista Land & Lifescapes, Inc.	1,285,000		205,038
TOTAL PHILIPPINES			587,691
Poland - 0.1%
Eurocash SA	6,700		120,648
Portugal - 0.3%
Jeronimo Martins SGPS SA	9,800		233,407
Russia - 0.6%
Gazprom OAO sponsored ADR (Reg. S)	18,700		148,385
Vozrozhdenie Bank (a)	23,600		378,852
TOTAL RUSSIA			527,237
South Africa - 2.4%
Bidvest Group Ltd.	7,500		195,041
Famous Brands Ltd.	23,100		224,706
FirstRand Ltd.	38,300		133,080
Life Healthcare Group Holdings Ltd.	59,900		253,057
Mediclinic International Ltd.	31,300		226,898
MTN Group Ltd.	10,400		187,498
Nampak Ltd.	39,800		146,276
Naspers Ltd. Class N	3,600		240,909
Omnia Holdings Ltd.	14,300		251,308
Super Group Ltd. (a)	95,400		256,321
TOTAL SOUTH AFRICA			2,115,094
Sweden - 1.0%
AarhusKarlshamn AB	13,600		713,465
Fagerhult AB	3,700		98,194
Fenix Outdoor AB	2,200		74,679
Svenska Cellulosa AB (SCA) (B Shares)	1,000		25,968
TOTAL SWEDEN			912,306
Switzerland - 0.9%
Burckhardt Compression Holding AG	560		228,866
Partners Group Holding AG	900		230,856
TE Connectivity Ltd.	8,100		352,755
TOTAL SWITZERLAND			812,477
Taiwan - 2.5%
Chipbond Technology Corp.	82,000		208,545
Common Stocks - continued
	Shares		Value
Taiwan - continued
E.SUN Financial Holdings Co. Ltd.	315,000		$ 190,132
ECLAT Textile Co. Ltd.	40,000		241,438
Elan Microelectronics Corp.	89,000		236,911
Hermes Microvision, Inc.	9,000		273,143
Novatek Microelectronics Corp.	43,000		209,969
Pegatron Corp. (a)	135,000		221,109
St. Shine Optical Co. Ltd.	11,000		231,265
Taiwan Semiconductor Manufacturing Co. Ltd.	49,000		181,996
TECO Electric & Machinery Co. Ltd.	255,000		239,954
TOTAL TAIWAN			2,234,462
Thailand - 1.4%
Advanced Info Service PCL (For. Reg.)	25,900		238,262
Bank of Ayudhya PCL NVDR	150,000		167,376
Hemaraj Land & Development PCL	1,554,000		227,673
Kasikornbank PCL (For. Reg.)	30,200		222,256
Supalai PCL (For. Reg.)	181,700		126,911
Thai Beverage PCL	432,000		212,195
TOTAL THAILAND			1,194,673
Turkey - 1.0%
Anadolu Efes Biracilik Ve Malt Sanayii A/S	14,000		232,715
Bizim Toptan Satis Magazari A/S	13,000		218,993
TAV Havalimanlari Holding A/S	34,000		239,911
Yazicilar Holding A/S	19,000		226,802
TOTAL TURKEY			918,421
United Kingdom - 4.0%
Barclays PLC	92,372		412,208
Domino's Pizza UK & IRL PLC	24,900		251,796
Dunelm Group PLC	19,200		252,016
Ensco PLC Class A	5,900		340,312
Hikma Pharmaceuticals PLC	17,328		262,974
Hilton Food Group PLC	20,700		114,309
HSBC Holdings PLC (United Kingdom)	20,492		224,428
Intertek Group PLC	1,200		61,662
iomart Group PLC	67,618		249,194
Michael Page International PLC	18,300		105,916
Mitie Group PLC	14,300		61,352
Oxford Instruments PLC	9,400		224,863
Rightmove PLC	7,700		229,767
Senior Engineering Group PLC	60,800		240,831
Common Stocks - continued
	Shares		Value
United Kingdom - continued
Speedy Hire PLC	325,400		$ 245,148
Telecom Plus PLC	13,500		255,837
TOTAL UNITED KINGDOM			3,532,613
United States of America - 38.7%
AbbVie, Inc.	5,600		257,880
Aceto Corp.	76,000		790,400
AFC Enterprises, Inc. (a)	3,300		105,204
Affiliated Managers Group, Inc. (a)	1,800		280,224
Alliance Data Systems Corp. (a)	3,400		584,018
Alliance Fiber Optic Products, Inc.	4,200		69,216
AllianceBernstein Holding LP	2,700		63,963
America's Car Mart, Inc. (a)	2,400		111,048
American Pacific Corp. (a)	9,700		237,747
American Public Education, Inc. (a)	8,900		298,417
Amgen, Inc.	4,600		479,366
AMN Healthcare Services, Inc. (a)	20,800		285,584
Apache Corp.	2,500		184,700
Axiall Corp.	3,700		194,065
Barrett Business Services, Inc.	1,200		63,528
Baxter International, Inc.	800		55,896
BlackRock, Inc. Class A	1,800		479,700
Blucora, Inc. (a)	4,035		59,597
Bonanza Creek Energy, Inc. (a)	2,800		96,180
Boston Scientific Corp. (a)	57,000		426,930
Bravo Brio Restaurant Group, Inc. (a)	27,600		469,200
Brinker International, Inc.	5,100		198,390
Brocade Communications Systems, Inc. (a)	50,100		291,582
Cambrex Corp. (a)	17,100		213,579
CECO Environmental Corp.	23,700		275,157
Celgene Corp. (a)	1,800		212,526
Chuys Holdings, Inc.	700		22,890
Commerce Bancshares, Inc.	5,400		216,594
Computer Task Group, Inc.	37,100		761,292
Comverse, Inc.	7,000		185,710
Corporate Executive Board Co.	8,600		484,696
Credit Acceptance Corp. (a)	3,000		300,990
Crimson Wine Group Ltd. (a)	7,200		64,872
Discovery Communications, Inc. (a)	2,000		157,640
Dun & Bradstreet Corp.	5,100		451,095
Eastman Chemical Co.	2,800		186,620
Electronic Arts, Inc. (a)	21,200		373,332
Common Stocks - continued
	Shares		Value
United States of America - continued
EMC Corp. (a)	16,500		$ 370,095
Energen Corp.	1,700		80,614
EPAM Systems, Inc. (a)	9,200		197,800
Esterline Technologies Corp. (a)	2,200		165,088
Euronet Worldwide, Inc. (a)	7,800		238,134
Expedia, Inc.	2,100		117,264
Fidelity National Information Services, Inc.	5,500		231,275
Fiesta Restaurant Group, Inc. (a)	15,700		427,982
Finisar Corp. (a)	4,500		57,780
First Commonwealth Financial Corp.	104,700		748,605
Fiserv, Inc. (a)	4,750		432,773
FleetCor Technologies, Inc. (a)	4,400		338,360
G-III Apparel Group Ltd. (a)	2,700		109,782
Generac Holdings, Inc.	12,600		452,718
General Electric Co.	23,800		530,502
Gibraltar Industries, Inc. (a)	3,300		61,710
Google, Inc. Class A (a)	1,700		1,401,776
Grand Canyon Education, Inc. (a)	8,200		209,674
Greatbatch, Inc. (a)	7,600		212,344
Guess?, Inc.	3,500		96,880
H&R Block, Inc.	13,400		371,716
Hackett Group, Inc.	61,900		302,072
Hanover Insurance Group, Inc.	4,900		247,107
Healthways, Inc. (a)	17,200		238,908
Heartland Payment Systems, Inc.	2,800		92,092
Hertz Global Holdings, Inc. (a)	5,300		127,624
Hess Corp.	4,600		332,028
Hologic, Inc. (a)	9,400		191,478
HSN, Inc.	12,400		651,992
Huntington Bancshares, Inc.	20,000		143,400
Icahn Enterprises LP rights	8,000		0
Integrated Silicon Solution, Inc. (a)	13,700		125,629
Interactive Brokers Group, Inc.	4,142		62,379
International Paper Co.	2,200		103,356
Inventure Foods, Inc. (a)	30,900		236,694
Jarden Corp. (a)	18,750		843,938
Jones Lang LaSalle, Inc.	400		39,608
Juniper Networks, Inc. (a)	23,100		382,305
Kelly Services, Inc. Class A (non-vtg.)	12,000		204,240
Landec Corp. (a)	30,500		409,005
Lithia Motors, Inc. Class A (sub. vtg.)	6,300		311,976
Manpower, Inc.	3,900		207,324
Common Stocks - continued
	Shares		Value
United States of America - continued
Marathon Oil Corp.	5,200		$ 169,884
Marathon Petroleum Corp.	4,000		313,440
Marlin Business Services Corp.	12,800		310,144
Marten Transport Ltd.	5,100		103,887
Mentor Graphics Corp.	6,055		110,564
Murphy Oil Corp.	5,700		353,913
Nationstar Mortgage Holdings, Inc. (a)(d)	2,900		106,633
NetSol Technologies, Inc. (a)	18,500		233,470
NeuStar, Inc. Class A (a)	9,800		429,926
News Corp. Class A	3,700		114,589
NIKE, Inc. Class B	3,400		216,240
Nortek, Inc. (a)	600		43,116
NVIDIA Corp.	8,200		112,914
Occidental Petroleum Corp.	5,200		464,152
Oceaneering International, Inc.	1,200		84,204
Office Depot, Inc. (a)	51,700		199,562
Orchids Paper Products Co.	11,100		255,300
Papa John's International, Inc. (a)	6,900		434,700
PDF Solutions, Inc. (a)	23,600		403,796
Penske Automotive Group, Inc.	13,300		411,236
Phillips 66	7,600		463,220
Polaris Industries, Inc.	600		51,714
Portfolio Recovery Associates, Inc. (a)	1,700		208,675
Preformed Line Products Co.	3,100		249,550
PrivateBancorp, Inc.	1,700		32,606
Rayonier, Inc.	2,300		136,666
Rent-A-Center, Inc.	6,000		209,580
Rochester Medical Corp. (a)	25,500		346,290
Rosetta Resources, Inc. (a)	7,593		325,816
Sapient Corp. (a)	8,700		101,616
Skyworks Solutions, Inc. (a)	17,600		388,432
Sonic Automotive, Inc. Class A (sub. vtg.)	14,700		323,253
Starbucks Corp.	1,800		109,512
Stryker Corp.	3,300		216,414
SurModics, Inc. (a)	11,000		290,950
Teletech Holdings, Inc. (a)	23,600		502,444
Tenneco, Inc. (a)	5,700		220,419
The Bon-Ton Stores, Inc.	4,500		69,030
The Cooper Companies, Inc.	2,400		264,960
TJX Companies, Inc.	600		29,262
TripAdvisor, Inc. (a)	1,200		63,096
TrueBlue, Inc. (a)	5,300		109,816
Common Stocks - continued
	Shares		Value
United States of America - continued
UFP Technologies, Inc. (a)	20,000		$ 405,800
United Therapeutics Corp. (a)	5,500		367,290
Valspar Corp.	2,000		127,640
Viacom, Inc. Class B (non-vtg.)	6,600		422,334
W.R. Grace & Co. (a)	6,400		493,504
Web.com Group, Inc. (a)	17,100		297,540
World Fuel Services Corp.	3,600		145,980
Wyndham Worldwide Corp.	2,600		156,208
TOTAL UNITED STATES OF AMERICA			34,097,142
US Virgin Islands - 0.3%
Altisource Asset Management Corp. (a)	690		138,000
Altisource Residential Corp. Class B (a)	6,800		129,200
TOTAL US VIRGIN ISLANDS			267,200
TOTAL COMMON STOCKS (Cost $74,517,748)		87,518,489
Nonconvertible Preferred Stocks - 0.2%
Brazil - 0.2%
Companhia Brasileira de Distribuicao Grupo Pao de Acucar (PN) (Cost $207,386)	4,100		225,211
Money Market Funds - 0.8%
Fidelity Cash Central Fund, 0.13% (b)	15,777		15,777
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	659,500		659,500
TOTAL MONEY MARKET FUNDS (Cost $675,277)		675,277
TOTAL INVESTMENT PORTFOLIO - 100.4% (Cost $75,400,411)			88,418,977
NET OTHER ASSETS (LIABILITIES) - (0.4)%			(386,224)
NET ASSETS - 100%		$ 88,032,753

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 434
Fidelity Securities Lending Cash Central Fund	5,035
Total	$ 5,469

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 17,401,933	$ 15,928,995	$ 1,472,938	$ -
Consumer Staples	7,986,061	6,427,654	1,558,407	-
Energy	6,219,577	5,728,473	491,104	-
Financials	14,203,392	10,776,320	3,427,072	-
Health Care	8,778,635	7,979,014	799,621	-
Industrials	11,330,462	9,964,922	1,365,540	-
Information Technology	16,043,227	14,839,183	1,204,044	-
Materials	4,664,004	4,664,004	-	-
Telecommunication Services	656,772	656,772	-	-
Utilities	459,637	459,637	-	-
Money Market Funds	675,277	675,277	-	-
Total Investments in Securities:	$ 88,418,977	$ 78,100,251	$ 10,318,726	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period endedApril 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 4,826,552
Level 2 to Level 1	$ 199,577

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $647,260) - See accompanying schedule: Unaffiliated issuers (cost $74,725,134)	$ 87,743,700
Fidelity Central Funds (cost $675,277)	675,277
Total Investments (cost $75,400,411)		$ 88,418,977
Foreign currency held at value (cost $1,421)		1,417
Receivable for investments sold		2,109,851
Receivable for fund shares sold		70,725
Dividends receivable		136,445
Distributions receivable from Fidelity Central Funds		1,210
Prepaid expenses		30
Other receivables		73,288
Total assets		90,811,943
Liabilities
Payable for investments purchased	$ 1,888,815
Payable for fund shares redeemed	96,388
Accrued management fee	37,944
Distribution and service plan fees payable	23,655
Other affiliated payables	21,141
Other payables and accrued expenses	51,747
Collateral on securities loaned, at value	659,500
Total liabilities		2,779,190
Net Assets		$ 88,032,753
Net Assets consist of:
Paid in capital		$ 101,133,897
Undistributed net investment income		1,393
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(26,106,158)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		13,003,621
Net Assets		$ 88,032,753

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($30,306,471 ÷ 2,475,472 shares)		$ 12.24
Maximum offering price per share (100/94.25 of $12.24)		$ 12.99
Class T: Net Asset Value and redemption price per share ($17,540,561 ÷ 1,479,009 shares)		$ 11.86
Maximum offering price per share (100/96.50 of $11.86)		$ 12.29
Class B: Net Asset Value and offering price per share ($1,326,436 ÷ 119,973 shares)A		$ 11.06
Class C: Net Asset Value and offering price per share ($11,678,134 ÷ 1,057,692 shares)A		$ 11.04
Institutional Class: Net Asset Value, offering price and redemption price per share ($27,181,151 ÷ 2,140,981 shares)		$ 12.70

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

	Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 691,903
Interest		23
Income from Fidelity Central Funds		5,469
Income before foreign taxes withheld		697,395
Less foreign taxes withheld		(30,123)
Total income		667,272
Expenses
Management fee Basic fee	$ 284,402
Performance adjustment	(69,008)
Transfer agent fees	102,362
Distribution and service plan fees	134,223
Accounting and security lending fees	20,937
Custodian fees and expenses	41,197
Independent trustees' compensation	252
Registration fees	57,620
Audit	47,681
Legal	158
Miscellaneous	268
Total expenses before reductions	620,092
Expense reductions	(37,265)	582,827
Net investment income (loss)		84,445
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	7,473,899
Foreign currency transactions	14,163
Total net realized gain (loss)		7,488,062
Change in net unrealized appreciation (depreciation) on: Investment securities	5,603,074
Assets and liabilities in foreign currencies	(89)
Total change in net unrealized appreciation (depreciation)		5,602,985
Net gain (loss)		13,091,047
Net increase (decrease) in net assets resulting from operations		$ 13,175,492

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 84,445	$ 137,612
Net realized gain (loss)	7,488,062	(8,842,052)
Change in net unrealized appreciation (depreciation)	5,602,985	14,658,106
Net increase (decrease) in net assets resulting from operations	13,175,492	5,953,666
Distributions to shareholders from net investment income	(34,747)	-
Share transactions - net increase (decrease)	(1,170,731)	(32,721,810)
Redemption fees	110	954
Total increase (decrease) in net assets	11,970,124	(26,767,190)
Net Assets
Beginning of period	76,062,629	102,829,819
End of period (including undistributed net investment income of $1,393 and distributions in excess of net investment income of $48,305, respectively)	$ 88,032,753	$ 76,062,629

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.40	$ 9.57	$ 11.41	$ 9.04	$ 6.88	$ 15.38
Income from Investment Operations
Net investment income (loss) E	.01	.02	(.03)	.01	.04	.04
Net realized and unrealized gain (loss)	1.83	.81	(1.76)	2.47	2.13	(6.74)
Total from investment operations	1.84	.83	(1.79)	2.48	2.17	(6.70)
Distributions from net investment income	-	-	-	(.03)	(.01)	-
Distributions from net realized gain	-	-	(.05)	(.08)	-	(1.80)
Total distributions	-	-	(.05)	(.11)	(.01)	(1.80)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 12.24	$ 10.40	$ 9.57	$ 11.41	$ 9.04	$ 6.88
Total Return B,C,D	17.69%	8.67%	(15.81)%	27.68%	31.68%	(48.99)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.48% A	1.43%	1.51%	1.89%	2.22%	1.90%
Expenses net of fee waivers, if any	1.45% A	1.43%	1.45%	1.50%	1.50%	1.50%
Expenses net of all reductions	1.39% A	1.40%	1.43%	1.44%	1.43%	1.41%
Net investment income (loss)	.27% A	.22%	(.24)%	.13%	.53%	.38%
Supplemental Data
Net assets, end of period (000 omitted)	$ 30,306	$ 26,961	$ 36,367	$ 30,383	$ 6,997	$ 6,904
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.09	$ 9.31	$ 11.11	$ 8.82	$ 6.72	$ 15.05
Income from Investment Operations
Net investment income (loss) E	- I	- I	(.05)	(.01)	.02	.01
Net realized and unrealized gain (loss)	1.77	.78	(1.72)	2.39	2.09	(6.59)
Total from investment operations	1.77	.78	(1.77)	2.38	2.11	(6.58)
Distributions from net investment income	-	-	-	(.01)	(.01)	-
Distributions from net realized gain	-	-	(.03)	(.08)	-	(1.75)
Total distributions	-	-	(.03)	(.09)	(.01)	(1.75)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 11.86	$ 10.09	$ 9.31	$ 11.11	$ 8.82	$ 6.72
Total Return B,C,D	17.54%	8.38%	(15.97)%	27.20%	31.50%	(49.12)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.76% A	1.71%	1.80%	2.32%	2.50%	2.17%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.70%	1.75%	1.75%	1.75%
Expenses net of all reductions	1.64% A	1.68%	1.68%	1.70%	1.69%	1.66%
Net investment income (loss)	.02% A	(.05)%	(.49)%	(.13)%	.27%	.13%
Supplemental Data
Net assets, end of period (000 omitted)	$ 17,541	$ 15,731	$ 24,180	$ 23,237	$ 10,494	$ 8,104
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 9.43	$ 8.74	$ 10.46	$ 8.31	$ 6.37	$ 14.34
Income from Investment Operations
Net investment income (loss) E	(.02)	(.05)	(.10)	(.06)	(.02)	(.04)
Net realized and unrealized gain (loss)	1.65	.74	(1.62)	2.26	1.97	(6.25)
Total from investment operations	1.63	.69	(1.72)	2.20	1.95	(6.29)
Distributions from net investment income	-	-	-	-	(.01)	-
Distributions from net realized gain	-	-	- I	(.05)	-	(1.68)
Total distributions	-	-	- I	(.05)	(.01)	(1.68)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 11.06	$ 9.43	$ 8.74	$ 10.46	$ 8.31	$ 6.37
Total Return B,C,D	17.29%	7.89%	(16.42)%	26.64%	30.62%	(49.33)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.26% A	2.19%	2.32%	2.82%	2.98%	2.66%
Expenses net of fee waivers, if any	2.20% A	2.19%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.17%	2.18%	2.19%	2.18%	2.16%
Net investment income (loss)	(.48)% A	(.54)%	(.99)%	(.62)%	(.22)%	(.37)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,326	$ 1,401	$ 1,926	$ 2,731	$ 2,162	$ 1,918
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 9.41	$ 8.73	$ 10.46	$ 8.31	$ 6.37	$ 14.36
Income from Investment Operations
Net investment income (loss) E	(.02)	(.05)	(.10)	(.06)	(.02)	(.04)
Net realized and unrealized gain (loss)	1.65	.73	(1.61)	2.27	1.97	(6.26)
Total from investment operations	1.63	.68	(1.71)	2.21	1.95	(6.30)
Distributions from net investment income	-	-	-	-	(.01)	-
Distributions from net realized gain	-	-	(.02)	(.06)	-	(1.69)
Total distributions	-	-	(.02)	(.06)	(.01)	(1.69)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 11.04	$ 9.41	$ 8.73	$ 10.46	$ 8.31	$ 6.37
Total Return B,C,D	17.32%	7.79%	(16.38)%	26.68%	30.62%	(49.35)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.25% A	2.18%	2.28%	2.77%	2.97%	2.63%
Expenses net of fee waivers, if any	2.20% A	2.18%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.16%	2.18%	2.20%	2.18%	2.16%
Net investment income (loss)	(.48)% A	(.53)%	(.99)%	(.63)%	(.22)%	(.37)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 11,678	$ 9,421	$ 11,632	$ 7,986	$ 3,378	$ 2,697
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.78	$ 9.88	$ 11.76	$ 9.31	$ 7.07	$ 15.76
Income from Investment Operations
Net investment income (loss) D	.03	.06	- H	.04	.06	.07
Net realized and unrealized gain (loss)	1.91	.84	(1.82)	2.54	2.20	(6.93)
Total from investment operations	1.94	.90	(1.82)	2.58	2.26	(6.86)
Distributions from net investment income	(.02)	-	-	(.05)	(.02)	-
Distributions from net realized gain	-	-	(.06)	(.08)	-	(1.83)
Total distributions	(.02)	-	(.06)	(.13)	(.02)	(1.83)
Redemption fees added to paid in capital D,H	-	-	-	-	-	-
Net asset value, end of period	$ 12.70	$ 10.78	$ 9.88	$ 11.76	$ 9.31	$ 7.07
Total Return B,C	17.99%	9.11%	(15.60)%	28.00%	32.03%	(48.89)%
Ratios to Average Net Assets E,G
Expenses before reductions	1.11% A	1.06%	1.18%	1.43%	1.88%	1.51%
Expenses net of fee waivers, if any	1.11% A	1.06%	1.17%	1.25%	1.25%	1.25%
Expenses net of all reductions	1.05% A	1.03%	1.15%	1.19%	1.18%	1.16%
Net investment income (loss)	.60% A	.59%	.04%	.38%	.78%	.63%
Supplemental Data
Net assets, end of period (000 omitted)	$ 27,181	$ 22,548	$ 28,725	$ 12,936	$ 1,148	$ 1,166
Portfolio turnover r ate F	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H 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 April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Global Capital Appreciation Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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), net operating losses, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation	$ 14,749,460
Gross unrealized depreciation	(1,922,222)
Net unrealized appreciation (depreciation) on securities and other investments	$ 12,827,238
Tax cost	$ 75,591,739

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (7,618,418)
2017	(3,018,401)
2019	(14,114,488)
Total with expiration	(24,751,307)
No expiration
Short-term	(3,098,913)
Long-term	(5,534,491)
Total no expiration	(8,633,404)
Total capital loss carryforward	$ (33,384,711)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $63,739,878 and $64,143,341, respectively.

5. 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

performance of the Institutional Class of the Fund as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .53% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 35,475	$ 477
Class T	.25%	.25%	40,606	448
Class B	.75%	.25%	6,875	5,181
Class C	.75%	.25%	51,267	7,201
			$ 134,223	$ 13,307

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 3,368
Class T	1,480
Class B*	433
Class C*	283
	$ 5,564

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

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

	Amount	% of Average Net Assets*
Class A	$ 39,573	.28
Class T	25,365	.31
Class B	2,091	.30
Class C	15,396	.30
Institutional Class	19,937	.16
	$ 102,362

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $962 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $103 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $5,035. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

FMR contractually agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. This reimbursement will remain in place through December 31, 2013. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.45%	$ 4,414
Class T	1.70%	5,290
Class B	2.20%	413
Class C	2.20%	2,729
		$ 12,846

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 $24,419 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Institutional Class	$ 34,747	$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	177,106	289,606	$ 1,991,958	$ 2,795,636
Shares redeemed	(294,605)	(1,497,004)	(3,287,888)	(14,297,470)
Net increase (decrease)	(117,499)	(1,207,398)	$ (1,295,930)	$ (11,501,834)
Class T
Shares sold	103,777	143,871	$ 1,132,594	$ 1,346,334
Shares redeemed	(184,575)	(1,182,171)	(1,961,291)	(10,957,476)
Net increase (decrease)	(80,798)	(1,038,300)	$ (828,697)	$ (9,611,142)
Class B
Shares sold	3,442	2,998	$ 35,424	$ 28,531
Shares redeemed	(32,162)	(74,674)	(327,425)	(653,939)
Net increase (decrease)	(28,720)	(71,676)	$ (292,001)	$ (625,408)
Class C
Shares sold	185,637	167,706	$ 1,896,855	$ 1,486,514
Shares redeemed	(128,830)	(499,534)	(1,287,252)	(4,342,453)
Net increase (decrease)	56,807	(331,828)	$ 609,603	$ (2,855,939)
Institutional Class
Shares sold	206,726	271,800	$ 2,446,756	$ 2,679,773
Reinvestment of distributions	2,789	-	30,990	-
Shares redeemed	(159,998)	(1,086,428)	(1,841,452)	(10,807,260)
Net increase (decrease)	49,517	(814,628)	$ 636,294	$ (8,127,487)

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, Strategic Advisers International II Fund was the owner of record of approximately 13% of the total outstanding shares of the Fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

AGLO-USAN-0613
1.784880.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Global Capital Appreciation

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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

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

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense RatioB	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,176.90	$ 7.83
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,175.40	$ 9.17
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,172.90	$ 11.85
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.20%
Actual		$ 1,000.00	$ 1,173.20	$ 11.85
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.11%
Actual		$ 1,000.00	$ 1,179.90	$ 6.00
HypotheticalA		$ 1,000.00	$ 1,019.29	$ 5.56

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Google, Inc. Class A (United States of America, Internet Software & Services)	1.6	1.3
Sanofi SA sponsored ADR (France, Pharmaceuticals)	1.0	1.4
Jarden Corp. (United States of America, Household Durables)	1.0	1.0
Aceto Corp. (United States of America, Trading Companies & Distributors)	0.9	0.6
Computer Task Group, Inc. (United States of America, IT Services)	0.9	0.9
	5.4
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	19.7	22.0
Information Technology	18.2	20.6
Financials	15.9	14.7
Industrials	12.9	12.2
Health Care	10.1	8.9
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United States of America	38.7	38.7
Japan	9.3	9.5
Korea (South)	6.2	3.6
United Kingdom	4.0	4.4
Germany	3.4	2.2

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 99.6%		Stocks 98.8%
	Short-Term Investments and Net Other Assets (Liabilities) 0.4%		Short-Term Investments and Net Other Assets (Liabilities) 1.2%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.4%
	Shares		Value
Australia - 1.2%
Carsales.com Ltd.	43,116		$ 432,233
Flexigroup Ltd.	43,987		191,526
Goodman Group unit	25,755		139,108
Ramsay Health Care Ltd.	2,770		91,864
The Reject Shop Ltd.	12,520		230,775
TOTAL AUSTRALIA			1,085,506
Bailiwick of Jersey - 0.5%
Delphi Automotive PLC	4,800		221,808
Genel Energy PLC (a)	16,600		229,492
TOTAL BAILIWICK OF JERSEY			451,300
Belgium - 0.8%
Anheuser-Busch InBev SA NV ADR (d)	7,000		669,340
Bermuda - 1.1%
CSI Properties Ltd.	2,400,000		112,884
Fairwood Holdings Ltd.	57,000		121,637
Invesco Ltd.	11,900		377,706
Skyworth Digital Holdings Ltd.	294,000		242,091
Soundwill Holdings Ltd.	58,000		141,709
TOTAL BERMUDA			996,027
Brazil - 1.9%
Abril Educacao SA unit	11,300		243,932
Arezzo Industria e Comercio SA	10,300		217,043
Brasil Foods SA	8,800		218,334
Brasil Insurance Participacoes e Administracao SA	18,200		193,121
CCR SA	19,300		188,876
Companhia Brasileira de Distribuicao Grupo Pao de Acucar rights (a)	4		12
Duratex SA	28,380		213,196
Mills Estruturas e Servicos de Engenharia SA	13,300		217,839
Ultrapar Participacoes SA	8,000		212,920
TOTAL BRAZIL			1,705,273
British Virgin Islands - 0.4%
Amira Nature Foods Ltd.	14,300		109,538
Mail.Ru Group Ltd. GDR (Reg. S)	9,100		245,700
TOTAL BRITISH VIRGIN ISLANDS			355,238
Canada - 3.0%
Alimentation Couche-Tard, Inc. Class B (sub. vtg.)	2,600		157,969
B2Gold Corp. (a)	3,688		9,262
Common Stocks - continued
	Shares		Value
Canada - continued
Barrick Gold Corp.	11,900		$ 234,586
Canadian Natural Resources Ltd.	12,500		366,644
Constellation Software, Inc.	1,700		232,021
Dollarama, Inc.	3,200		234,414
Goldcorp, Inc.	3,400		100,638
Osisko Mining Corp. (a)	18,700		78,887
PetroBakken Energy Ltd.	11,935		101,882
Petrobank Energy & Resources Ltd. (a)	10,800		7,290
Suncor Energy, Inc.	15,300		477,019
SunOpta, Inc. (a)	30,700		222,453
WestJet Airlines Ltd.	9,100		223,469
Xtreme Drilling & Coil Services Corp. (a)	93,300		236,156
TOTAL CANADA			2,682,690
Cayman Islands - 2.2%
Biostime International Holdings Ltd.	17,500		100,803
China Medical System Holdings Ltd.	254,000		249,085
Greatview Aseptic Pack Co. Ltd.	157,000		93,874
Pico Far East Holdings Ltd.	580,000		210,769
Sands China Ltd.	40,800		213,986
Shenzhou International Group Holdings Ltd.	89,000		258,049
SITC International Holdings Co. Ltd.	311,000		114,218
SOHO China Ltd.	129,500		111,808
Springland International Holdings Ltd.	178,000		92,668
Sunny Optical Technology Group Co. Ltd.	34,000		45,128
Towngas China Co. Ltd.	212,000		203,800
Vinda International Holdings Ltd.	158,000		206,455
TOTAL CAYMAN ISLANDS			1,900,643
Curacao - 0.1%
Schlumberger Ltd.	800		59,544
Denmark - 0.5%
Novo Nordisk A/S Series B	1,100		193,627
SimCorp A/S	900		263,111
TOTAL DENMARK			456,738
Finland - 0.5%
PK Cables OY	7,900		194,137
Pohjola Bank PLC (A Shares)	13,300		226,299
TOTAL FINLAND			420,436
Common Stocks - continued
	Shares		Value
France - 1.4%
BNP Paribas SA	2,300		$ 128,156
Club Mediterranee SA (a)	12,400		210,659
Sanofi SA sponsored ADR	16,300		869,605
TOTAL FRANCE			1,208,420
Germany - 3.4%
Aareal Bank AG (a)	11,773		282,956
adidas AG	2,500		261,085
Bertrandt AG	2,600		299,058
Brenntag AG	1,600		272,767
CTS Eventim AG	11,084		428,059
HeidelbergCement Finance AG	2,800		201,593
Isra Vision AG	2,600		113,833
Jenoptik AG	20,000		229,386
KUKA AG	6,000		271,028
LPKF Laser & Electronics AG	9,000		237,110
MLP AG	22,900		162,552
Rational AG	800		248,061
TOTAL GERMANY			3,007,488
Hong Kong - 0.4%
Galaxy Entertainment Group Ltd. (a)	47,000		210,466
Magnificent Estates Ltd.	2,940,000		170,486
TOTAL HONG KONG			380,952
India - 2.7%
Britannia Industries Ltd. (a)	10,843		117,115
Dr. Reddy's Laboratories Ltd.	5,868		222,131
Gitanjali Gems Ltd.	18,089		208,216
Idea Cellular Ltd. (a)	93,423		231,012
IndusInd Bank Ltd.	24,661		214,868
INFO Edge India Ltd.	9,013		59,205
Ipca Laboratories Ltd.	25,496		241,401
Jubilant Foodworks Ltd. (a)	770		15,914
Kotak Mahindra Bank Ltd.	7,683		101,195
Manappuram General Finance & Leasing Ltd.	263,118		85,035
Page Industries Ltd.	2,451		163,984
Pidilite Industries Ltd. (a)	46,372		215,254
Shriram Transport Finance Co. Ltd.	8,532		118,472
Smithkline Beecham Consumer Healthcare Ltd.	1,497		112,170
Common Stocks - continued
	Shares		Value
India - continued
Speciality Restaurants Ltd.	51,548		$ 180,180
Talwalkars Better Value Fitness Ltd.	31,015		80,679
TOTAL INDIA			2,366,831
Indonesia - 2.0%
PT Agung Podomoro Land Tbk	4,075,500		199,111
PT Alam Sutera Realty Tbk	1,937,000		209,190
PT Bank Mandiri (Persero) Tbk	193,000		208,434
PT Ciputra Development Tbk	1,835,500		260,528
PT Global Mediacom Tbk	830,500		185,789
PT Indocement Tunggal Prakarsa Tbk	90,500		245,739
PT Pembangunan Perumahan Persero Tbk	1,951,000		284,949
PT Surya Semesta Internusa Tbk	1,289,000		209,475
TOTAL INDONESIA			1,803,215
Ireland - 1.1%
Eaton Corp. PLC	3,400		208,794
Paddy Power PLC (Ireland)	3,400		286,344
Trinity Biotech PLC sponsored ADR	27,641		441,980
TOTAL IRELAND			937,118
Italy - 1.3%
Banca IFIS SpA	23,300		243,792
De Longhi SpA	26,000		394,110
ENI SpA	15,500		369,929
Prada SpA	10,800		97,351
TOTAL ITALY			1,105,182
Japan - 9.3%
ARNEST ONE Corp.	17,200		394,703
AT-Group Co. Ltd.	11,000		191,816
CAC Corp.	22,700		236,205
Chiyoda Corp.	21,000		215,900
cocokara fine HOLDINGS, Inc.	6,300		238,186
Credit Saison Co. Ltd.	3,900		114,081
Emori & Co. Ltd.	8,000		100,552
Hamakyorex Co. Ltd.	3,600		127,501
Hino Motors Ltd.	11,000		168,024
Hitachi Capital Corp.	16,800		418,844
IBJ Leasing Co. Ltd.	7,500		263,667
J Trust Co. Ltd.	11,200		459,995
Kanamoto Co. Ltd.	15,000		346,308
Kanto Natural Gas Development	18,000		121,175
Common Stocks - continued
	Shares		Value
Japan - continued
Kitz Corp.	41,300		$ 238,687
Mitsubishi UFJ Lease & Finance Co. Ltd.	20,700		116,926
Monex Group, Inc.	612		276,131
Nakanishi, Inc.	1,000		127,821
NSD Co. Ltd.	24,400		278,043
Otsuka Corp.	2,400		248,795
Otsuka Holdings Co. Ltd.	7,100		256,042
Pigeon Corp.	2,600		223,676
Relo Holdings Corp.	6,400		359,829
Ryoyo Electro Corp.	16,500		149,003
Seven & i Holdings Co. Ltd.	14,200		546,220
Shinsei Bank Ltd.	190,000		533,273
The Suruga Bank Ltd.	14,000		247,690
Tohokushinsha Film Corp.	29,300		290,188
Toshiba Plant Systems & Services Corp.	7,000		94,781
Tsutsumi Jewelry Co. Ltd.	15,200		474,645
Utoc Corp.	21,100		73,787
Wacom Co. Ltd.	24		110,002
Workman Co. Ltd.	3,700		121,586
TOTAL JAPAN			8,164,082
Korea (South) - 6.2%
AJ Rent A Car Co. Ltd.	22,090		239,627
Cheil Worldwide, Inc.	5,960		147,159
CJ Corp.	1,599		209,743
CJ Freshway Corp.	5,574		209,731
Cosmax, Inc.	4,340		218,259
CTC BIO, Inc.	8,613		261,922
GS Retail Co. Ltd.	5,990		160,678
Hana Tour Service, Inc.	2,625		169,184
InkTec Co. Ltd. (a)	7,864		236,289
Jahwa Electronics Co. Ltd.	10,080		257,122
Kginicis Co. Ltd.	15,954		256,339
Koh Young Technology, Inc.	6,904		214,651
Korea Kolmar Holdings Co. Ltd.	11,620		177,210
KT Skylife Co. Ltd.	7,250		280,033
Lotte Samkang Co. Ltd.	354		282,786
Medy-Tox, Inc.	2,031		222,346
NHN Corp.	815		218,989
OPTRON-TEC, Inc. (a)	14,627		219,748
Paradise Co. Ltd.	10,962		227,378
Samsung Electronics Co. Ltd.	333		459,473
Common Stocks - continued
	Shares		Value
Korea (South) - continued
Sangbo Co. Ltd.	14,716		$ 224,425
Seegene, Inc.	3,359		200,331
Suprema, Inc.	5,866		117,947
Vieworks Co. Ltd.	10,671		218,023
TOTAL KOREA (SOUTH)			5,429,393
Luxembourg - 0.5%
Altisource Portfolio Solutions SA	2,200		181,588
Samsonite International SA	89,700		220,778
TOTAL LUXEMBOURG			402,366
Malaysia - 0.8%
Hong Leong Credit Bhd	43,800		223,139
Oldtown Bhd	263,100		220,511
SapuraKencana Petroleum Bhd (a)	213,500		223,149
TOTAL MALAYSIA			666,799
Mexico - 1.9%
Alsea S.A.B. de CV	115,300		352,481
Banregio Grupo Financiero SA	38,500		212,407
Coca-Cola FEMSA S.A.B. de CV Series L	6,600		106,607
Embotelladoras Arca S.A.B. de CC	28,200		232,571
Fibra Uno Administracion SA de CV	64,700		248,840
Fomento Economico Mexicano S.A.B. de CV unit	22,100		251,335
Grupo Financiero Banorte S.A.B. de CV Series O	38,800		292,575
TOTAL MEXICO			1,696,816
Netherlands - 1.0%
LyondellBasell Industries NV Class A	4,200		254,940
Randstad Holding NV	2,500		104,088
Unilever NV (Certificaten Van Aandelen) (Bearer)	12,915		550,325
TOTAL NETHERLANDS			909,353
New Zealand - 0.4%
Diligent Board Member Services, Inc. (a)	35,632		230,286
Summerset Group Holdings Ltd.	56,010		147,868
TOTAL NEW ZEALAND			378,154
Norway - 0.4%
TGS Nopec Geophysical Co. ASA	8,700		311,549
Panama - 0.5%
Copa Holdings SA Class A	3,302		414,665
Common Stocks - continued
	Shares		Value
Philippines - 0.7%
Bank of the Philippine Islands (BPI)	62,210		$ 155,317
EastWest Banking Corp.	262,200		227,336
Vista Land & Lifescapes, Inc.	1,285,000		205,038
TOTAL PHILIPPINES			587,691
Poland - 0.1%
Eurocash SA	6,700		120,648
Portugal - 0.3%
Jeronimo Martins SGPS SA	9,800		233,407
Russia - 0.6%
Gazprom OAO sponsored ADR (Reg. S)	18,700		148,385
Vozrozhdenie Bank (a)	23,600		378,852
TOTAL RUSSIA			527,237
South Africa - 2.4%
Bidvest Group Ltd.	7,500		195,041
Famous Brands Ltd.	23,100		224,706
FirstRand Ltd.	38,300		133,080
Life Healthcare Group Holdings Ltd.	59,900		253,057
Mediclinic International Ltd.	31,300		226,898
MTN Group Ltd.	10,400		187,498
Nampak Ltd.	39,800		146,276
Naspers Ltd. Class N	3,600		240,909
Omnia Holdings Ltd.	14,300		251,308
Super Group Ltd. (a)	95,400		256,321
TOTAL SOUTH AFRICA			2,115,094
Sweden - 1.0%
AarhusKarlshamn AB	13,600		713,465
Fagerhult AB	3,700		98,194
Fenix Outdoor AB	2,200		74,679
Svenska Cellulosa AB (SCA) (B Shares)	1,000		25,968
TOTAL SWEDEN			912,306
Switzerland - 0.9%
Burckhardt Compression Holding AG	560		228,866
Partners Group Holding AG	900		230,856
TE Connectivity Ltd.	8,100		352,755
TOTAL SWITZERLAND			812,477
Taiwan - 2.5%
Chipbond Technology Corp.	82,000		208,545
Common Stocks - continued
	Shares		Value
Taiwan - continued
E.SUN Financial Holdings Co. Ltd.	315,000		$ 190,132
ECLAT Textile Co. Ltd.	40,000		241,438
Elan Microelectronics Corp.	89,000		236,911
Hermes Microvision, Inc.	9,000		273,143
Novatek Microelectronics Corp.	43,000		209,969
Pegatron Corp. (a)	135,000		221,109
St. Shine Optical Co. Ltd.	11,000		231,265
Taiwan Semiconductor Manufacturing Co. Ltd.	49,000		181,996
TECO Electric & Machinery Co. Ltd.	255,000		239,954
TOTAL TAIWAN			2,234,462
Thailand - 1.4%
Advanced Info Service PCL (For. Reg.)	25,900		238,262
Bank of Ayudhya PCL NVDR	150,000		167,376
Hemaraj Land & Development PCL	1,554,000		227,673
Kasikornbank PCL (For. Reg.)	30,200		222,256
Supalai PCL (For. Reg.)	181,700		126,911
Thai Beverage PCL	432,000		212,195
TOTAL THAILAND			1,194,673
Turkey - 1.0%
Anadolu Efes Biracilik Ve Malt Sanayii A/S	14,000		232,715
Bizim Toptan Satis Magazari A/S	13,000		218,993
TAV Havalimanlari Holding A/S	34,000		239,911
Yazicilar Holding A/S	19,000		226,802
TOTAL TURKEY			918,421
United Kingdom - 4.0%
Barclays PLC	92,372		412,208
Domino's Pizza UK & IRL PLC	24,900		251,796
Dunelm Group PLC	19,200		252,016
Ensco PLC Class A	5,900		340,312
Hikma Pharmaceuticals PLC	17,328		262,974
Hilton Food Group PLC	20,700		114,309
HSBC Holdings PLC (United Kingdom)	20,492		224,428
Intertek Group PLC	1,200		61,662
iomart Group PLC	67,618		249,194
Michael Page International PLC	18,300		105,916
Mitie Group PLC	14,300		61,352
Oxford Instruments PLC	9,400		224,863
Rightmove PLC	7,700		229,767
Senior Engineering Group PLC	60,800		240,831
Common Stocks - continued
	Shares		Value
United Kingdom - continued
Speedy Hire PLC	325,400		$ 245,148
Telecom Plus PLC	13,500		255,837
TOTAL UNITED KINGDOM			3,532,613
United States of America - 38.7%
AbbVie, Inc.	5,600		257,880
Aceto Corp.	76,000		790,400
AFC Enterprises, Inc. (a)	3,300		105,204
Affiliated Managers Group, Inc. (a)	1,800		280,224
Alliance Data Systems Corp. (a)	3,400		584,018
Alliance Fiber Optic Products, Inc.	4,200		69,216
AllianceBernstein Holding LP	2,700		63,963
America's Car Mart, Inc. (a)	2,400		111,048
American Pacific Corp. (a)	9,700		237,747
American Public Education, Inc. (a)	8,900		298,417
Amgen, Inc.	4,600		479,366
AMN Healthcare Services, Inc. (a)	20,800		285,584
Apache Corp.	2,500		184,700
Axiall Corp.	3,700		194,065
Barrett Business Services, Inc.	1,200		63,528
Baxter International, Inc.	800		55,896
BlackRock, Inc. Class A	1,800		479,700
Blucora, Inc. (a)	4,035		59,597
Bonanza Creek Energy, Inc. (a)	2,800		96,180
Boston Scientific Corp. (a)	57,000		426,930
Bravo Brio Restaurant Group, Inc. (a)	27,600		469,200
Brinker International, Inc.	5,100		198,390
Brocade Communications Systems, Inc. (a)	50,100		291,582
Cambrex Corp. (a)	17,100		213,579
CECO Environmental Corp.	23,700		275,157
Celgene Corp. (a)	1,800		212,526
Chuys Holdings, Inc.	700		22,890
Commerce Bancshares, Inc.	5,400		216,594
Computer Task Group, Inc.	37,100		761,292
Comverse, Inc.	7,000		185,710
Corporate Executive Board Co.	8,600		484,696
Credit Acceptance Corp. (a)	3,000		300,990
Crimson Wine Group Ltd. (a)	7,200		64,872
Discovery Communications, Inc. (a)	2,000		157,640
Dun & Bradstreet Corp.	5,100		451,095
Eastman Chemical Co.	2,800		186,620
Electronic Arts, Inc. (a)	21,200		373,332
Common Stocks - continued
	Shares		Value
United States of America - continued
EMC Corp. (a)	16,500		$ 370,095
Energen Corp.	1,700		80,614
EPAM Systems, Inc. (a)	9,200		197,800
Esterline Technologies Corp. (a)	2,200		165,088
Euronet Worldwide, Inc. (a)	7,800		238,134
Expedia, Inc.	2,100		117,264
Fidelity National Information Services, Inc.	5,500		231,275
Fiesta Restaurant Group, Inc. (a)	15,700		427,982
Finisar Corp. (a)	4,500		57,780
First Commonwealth Financial Corp.	104,700		748,605
Fiserv, Inc. (a)	4,750		432,773
FleetCor Technologies, Inc. (a)	4,400		338,360
G-III Apparel Group Ltd. (a)	2,700		109,782
Generac Holdings, Inc.	12,600		452,718
General Electric Co.	23,800		530,502
Gibraltar Industries, Inc. (a)	3,300		61,710
Google, Inc. Class A (a)	1,700		1,401,776
Grand Canyon Education, Inc. (a)	8,200		209,674
Greatbatch, Inc. (a)	7,600		212,344
Guess?, Inc.	3,500		96,880
H&R Block, Inc.	13,400		371,716
Hackett Group, Inc.	61,900		302,072
Hanover Insurance Group, Inc.	4,900		247,107
Healthways, Inc. (a)	17,200		238,908
Heartland Payment Systems, Inc.	2,800		92,092
Hertz Global Holdings, Inc. (a)	5,300		127,624
Hess Corp.	4,600		332,028
Hologic, Inc. (a)	9,400		191,478
HSN, Inc.	12,400		651,992
Huntington Bancshares, Inc.	20,000		143,400
Icahn Enterprises LP rights	8,000		0
Integrated Silicon Solution, Inc. (a)	13,700		125,629
Interactive Brokers Group, Inc.	4,142		62,379
International Paper Co.	2,200		103,356
Inventure Foods, Inc. (a)	30,900		236,694
Jarden Corp. (a)	18,750		843,938
Jones Lang LaSalle, Inc.	400		39,608
Juniper Networks, Inc. (a)	23,100		382,305
Kelly Services, Inc. Class A (non-vtg.)	12,000		204,240
Landec Corp. (a)	30,500		409,005
Lithia Motors, Inc. Class A (sub. vtg.)	6,300		311,976
Manpower, Inc.	3,900		207,324
Common Stocks - continued
	Shares		Value
United States of America - continued
Marathon Oil Corp.	5,200		$ 169,884
Marathon Petroleum Corp.	4,000		313,440
Marlin Business Services Corp.	12,800		310,144
Marten Transport Ltd.	5,100		103,887
Mentor Graphics Corp.	6,055		110,564
Murphy Oil Corp.	5,700		353,913
Nationstar Mortgage Holdings, Inc. (a)(d)	2,900		106,633
NetSol Technologies, Inc. (a)	18,500		233,470
NeuStar, Inc. Class A (a)	9,800		429,926
News Corp. Class A	3,700		114,589
NIKE, Inc. Class B	3,400		216,240
Nortek, Inc. (a)	600		43,116
NVIDIA Corp.	8,200		112,914
Occidental Petroleum Corp.	5,200		464,152
Oceaneering International, Inc.	1,200		84,204
Office Depot, Inc. (a)	51,700		199,562
Orchids Paper Products Co.	11,100		255,300
Papa John's International, Inc. (a)	6,900		434,700
PDF Solutions, Inc. (a)	23,600		403,796
Penske Automotive Group, Inc.	13,300		411,236
Phillips 66	7,600		463,220
Polaris Industries, Inc.	600		51,714
Portfolio Recovery Associates, Inc. (a)	1,700		208,675
Preformed Line Products Co.	3,100		249,550
PrivateBancorp, Inc.	1,700		32,606
Rayonier, Inc.	2,300		136,666
Rent-A-Center, Inc.	6,000		209,580
Rochester Medical Corp. (a)	25,500		346,290
Rosetta Resources, Inc. (a)	7,593		325,816
Sapient Corp. (a)	8,700		101,616
Skyworks Solutions, Inc. (a)	17,600		388,432
Sonic Automotive, Inc. Class A (sub. vtg.)	14,700		323,253
Starbucks Corp.	1,800		109,512
Stryker Corp.	3,300		216,414
SurModics, Inc. (a)	11,000		290,950
Teletech Holdings, Inc. (a)	23,600		502,444
Tenneco, Inc. (a)	5,700		220,419
The Bon-Ton Stores, Inc.	4,500		69,030
The Cooper Companies, Inc.	2,400		264,960
TJX Companies, Inc.	600		29,262
TripAdvisor, Inc. (a)	1,200		63,096
TrueBlue, Inc. (a)	5,300		109,816
Common Stocks - continued
	Shares		Value
United States of America - continued
UFP Technologies, Inc. (a)	20,000		$ 405,800
United Therapeutics Corp. (a)	5,500		367,290
Valspar Corp.	2,000		127,640
Viacom, Inc. Class B (non-vtg.)	6,600		422,334
W.R. Grace & Co. (a)	6,400		493,504
Web.com Group, Inc. (a)	17,100		297,540
World Fuel Services Corp.	3,600		145,980
Wyndham Worldwide Corp.	2,600		156,208
TOTAL UNITED STATES OF AMERICA			34,097,142
US Virgin Islands - 0.3%
Altisource Asset Management Corp. (a)	690		138,000
Altisource Residential Corp. Class B (a)	6,800		129,200
TOTAL US VIRGIN ISLANDS			267,200
TOTAL COMMON STOCKS (Cost $74,517,748)		87,518,489
Nonconvertible Preferred Stocks - 0.2%
Brazil - 0.2%
Companhia Brasileira de Distribuicao Grupo Pao de Acucar (PN) (Cost $207,386)	4,100		225,211
Money Market Funds - 0.8%
Fidelity Cash Central Fund, 0.13% (b)	15,777		15,777
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	659,500		659,500
TOTAL MONEY MARKET FUNDS (Cost $675,277)		675,277
TOTAL INVESTMENT PORTFOLIO - 100.4% (Cost $75,400,411)			88,418,977
NET OTHER ASSETS (LIABILITIES) - (0.4)%			(386,224)
NET ASSETS - 100%		$ 88,032,753

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 434
Fidelity Securities Lending Cash Central Fund	5,035
Total	$ 5,469

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 17,401,933	$ 15,928,995	$ 1,472,938	$ -
Consumer Staples	7,986,061	6,427,654	1,558,407	-
Energy	6,219,577	5,728,473	491,104	-
Financials	14,203,392	10,776,320	3,427,072	-
Health Care	8,778,635	7,979,014	799,621	-
Industrials	11,330,462	9,964,922	1,365,540	-
Information Technology	16,043,227	14,839,183	1,204,044	-
Materials	4,664,004	4,664,004	-	-
Telecommunication Services	656,772	656,772	-	-
Utilities	459,637	459,637	-	-
Money Market Funds	675,277	675,277	-	-
Total Investments in Securities:	$ 88,418,977	$ 78,100,251	$ 10,318,726	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period endedApril 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 4,826,552
Level 2 to Level 1	$ 199,577

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $647,260) - See accompanying schedule: Unaffiliated issuers (cost $74,725,134)	$ 87,743,700
Fidelity Central Funds (cost $675,277)	675,277
Total Investments (cost $75,400,411)		$ 88,418,977
Foreign currency held at value (cost $1,421)		1,417
Receivable for investments sold		2,109,851
Receivable for fund shares sold		70,725
Dividends receivable		136,445
Distributions receivable from Fidelity Central Funds		1,210
Prepaid expenses		30
Other receivables		73,288
Total assets		90,811,943
Liabilities
Payable for investments purchased	$ 1,888,815
Payable for fund shares redeemed	96,388
Accrued management fee	37,944
Distribution and service plan fees payable	23,655
Other affiliated payables	21,141
Other payables and accrued expenses	51,747
Collateral on securities loaned, at value	659,500
Total liabilities		2,779,190
Net Assets		$ 88,032,753
Net Assets consist of:
Paid in capital		$ 101,133,897
Undistributed net investment income		1,393
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(26,106,158)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		13,003,621
Net Assets		$ 88,032,753

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($30,306,471 ÷ 2,475,472 shares)		$ 12.24
Maximum offering price per share (100/94.25 of $12.24)		$ 12.99
Class T: Net Asset Value and redemption price per share ($17,540,561 ÷ 1,479,009 shares)		$ 11.86
Maximum offering price per share (100/96.50 of $11.86)		$ 12.29
Class B: Net Asset Value and offering price per share ($1,326,436 ÷ 119,973 shares)A		$ 11.06
Class C: Net Asset Value and offering price per share ($11,678,134 ÷ 1,057,692 shares)A		$ 11.04
Institutional Class: Net Asset Value, offering price and redemption price per share ($27,181,151 ÷ 2,140,981 shares)		$ 12.70

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

	Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 691,903
Interest		23
Income from Fidelity Central Funds		5,469
Income before foreign taxes withheld		697,395
Less foreign taxes withheld		(30,123)
Total income		667,272
Expenses
Management fee Basic fee	$ 284,402
Performance adjustment	(69,008)
Transfer agent fees	102,362
Distribution and service plan fees	134,223
Accounting and security lending fees	20,937
Custodian fees and expenses	41,197
Independent trustees' compensation	252
Registration fees	57,620
Audit	47,681
Legal	158
Miscellaneous	268
Total expenses before reductions	620,092
Expense reductions	(37,265)	582,827
Net investment income (loss)		84,445
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	7,473,899
Foreign currency transactions	14,163
Total net realized gain (loss)		7,488,062
Change in net unrealized appreciation (depreciation) on: Investment securities	5,603,074
Assets and liabilities in foreign currencies	(89)
Total change in net unrealized appreciation (depreciation)		5,602,985
Net gain (loss)		13,091,047
Net increase (decrease) in net assets resulting from operations		$ 13,175,492

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 84,445	$ 137,612
Net realized gain (loss)	7,488,062	(8,842,052)
Change in net unrealized appreciation (depreciation)	5,602,985	14,658,106
Net increase (decrease) in net assets resulting from operations	13,175,492	5,953,666
Distributions to shareholders from net investment income	(34,747)	-
Share transactions - net increase (decrease)	(1,170,731)	(32,721,810)
Redemption fees	110	954
Total increase (decrease) in net assets	11,970,124	(26,767,190)
Net Assets
Beginning of period	76,062,629	102,829,819
End of period (including undistributed net investment income of $1,393 and distributions in excess of net investment income of $48,305, respectively)	$ 88,032,753	$ 76,062,629

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.40	$ 9.57	$ 11.41	$ 9.04	$ 6.88	$ 15.38
Income from Investment Operations
Net investment income (loss) E	.01	.02	(.03)	.01	.04	.04
Net realized and unrealized gain (loss)	1.83	.81	(1.76)	2.47	2.13	(6.74)
Total from investment operations	1.84	.83	(1.79)	2.48	2.17	(6.70)
Distributions from net investment income	-	-	-	(.03)	(.01)	-
Distributions from net realized gain	-	-	(.05)	(.08)	-	(1.80)
Total distributions	-	-	(.05)	(.11)	(.01)	(1.80)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 12.24	$ 10.40	$ 9.57	$ 11.41	$ 9.04	$ 6.88
Total Return B,C,D	17.69%	8.67%	(15.81)%	27.68%	31.68%	(48.99)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.48% A	1.43%	1.51%	1.89%	2.22%	1.90%
Expenses net of fee waivers, if any	1.45% A	1.43%	1.45%	�� 1.50%	1.50%	1.50%
Expenses net of all reductions	1.39% A	1.40%	1.43%	1.44%	1.43%	1.41%
Net investment income (loss)	.27% A	.22%	(.24)%	.13%	.53%	.38%
Supplemental Data
Net assets, end of period (000 omitted)	$ 30,306	$ 26,961	$ 36,367	$ 30,383	$ 6,997	$ 6,904
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.09	$ 9.31	$ 11.11	$ 8.82	$ 6.72	$ 15.05
Income from Investment Operations
Net investment income (loss) E	- I	- I	(.05)	(.01)	.02	.01
Net realized and unrealized gain (loss)	1.77	.78	(1.72)	2.39	2.09	(6.59)
Total from investment operations	1.77	.78	(1.77)	2.38	2.11	(6.58)
Distributions from net investment income	-	-	-	(.01)	(.01)	-
Distributions from net realized gain	-	-	(.03)	(.08)	-	(1.75)
Total distributions	-	-	(.03)	(.09)	(.01)	(1.75)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 11.86	$ 10.09	$ 9.31	$ 11.11	$ 8.82	$ 6.72
Total Return B,C,D	17.54%	8.38%	(15.97)%	27.20%	31.50%	(49.12)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.76% A	1.71%	1.80%	2.32%	2.50%	2.17%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.70%	1.75%	1.75%	1.75%
Expenses net of all reductions	1.64% A	1.68%	1.68%	1.70%	1.69%	1.66%
Net investment income (loss)	.02% A	(.05)%	(.49)%	(.13)%	.27%	.13%
Supplemental Data
Net assets, end of period (000 omitted)	$ 17,541	$ 15,731	$ 24,180	$ 23,237	$ 10,494	$ 8,104
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 9.43	$ 8.74	$ 10.46	$ 8.31	$ 6.37	$ 14.34
Income from Investment Operations
Net investment income (loss) E	(.02)	(.05)	(.10)	(.06)	(.02)	(.04)
Net realized and unrealized gain (loss)	1.65	.74	(1.62)	2.26	1.97	(6.25)
Total from investment operations	1.63	.69	(1.72)	2.20	1.95	(6.29)
Distributions from net investment income	-	-	-	-	(.01)	-
Distributions from net realized gain	-	-	- I	(.05)	-	(1.68)
Total distributions	-	-	- I	(.05)	(.01)	(1.68)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 11.06	$ 9.43	$ 8.74	$ 10.46	$ 8.31	$ 6.37
Total Return B,C,D	17.29%	7.89%	(16.42)%	26.64%	30.62%	(49.33)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.26% A	2.19%	2.32%	2.82%	2.98%	2.66%
Expenses net of fee waivers, if any	2.20% A	2.19%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.17%	2.18%	2.19%	2.18%	2.16%
Net investment income (loss)	(.48)% A	(.54)%	(.99)%	(.62)%	(.22)%	(.37)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,326	$ 1,401	$ 1,926	$ 2,731	$ 2,162	$ 1,918
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 9.41	$ 8.73	$ 10.46	$ 8.31	$ 6.37	$ 14.36
Income from Investment Operations
Net investment income (loss) E	(.02)	(.05)	(.10)	(.06)	(.02)	(.04)
Net realized and unrealized gain (loss)	1.65	.73	(1.61)	2.27	1.97	(6.26)
Total from investment operations	1.63	.68	(1.71)	2.21	1.95	(6.30)
Distributions from net investment income	-	-	-	-	(.01)	-
Distributions from net realized gain	-	-	(.02)	(.06)	-	(1.69)
Total distributions	-	-	(.02)	(.06)	(.01)	(1.69)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 11.04	$ 9.41	$ 8.73	$ 10.46	$ 8.31	$ 6.37
Total Return B,C,D	17.32%	7.79%	(16.38)%	26.68%	30.62%	(49.35)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.25% A	2.18%	2.28%	2.77%	2.97%	2.63%
Expenses net of fee waivers, if any	2.20% A	2.18%	2.20%	2.25%	2.25%	2.25%
Expenses net of all reductions	2.14% A	2.16%	2.18%	2.20%	2.18%	2.16%
Net investment income (loss)	(.48)% A	(.53)%	(.99)%	(.63)%	(.22)%	(.37)%
Supplemental Data
Net assets, end of period (000 omitted)	$ 11,678	$ 9,421	$ 11,632	$ 7,986	$ 3,378	$ 2,697
Portfolio turnover rate G	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.78	$ 9.88	$ 11.76	$ 9.31	$ 7.07	$ 15.76
Income from Investment Operations
Net investment income (loss) D	.03	.06	- H	.04	.06	.07
Net realized and unrealized gain (loss)	1.91	.84	(1.82)	2.54	2.20	(6.93)
Total from investment operations	1.94	.90	(1.82)	2.58	2.26	(6.86)
Distributions from net investment income	(.02)	-	-	(.05)	(.02)	-
Distributions from net realized gain	-	-	(.06)	(.08)	-	(1.83)
Total distributions	(.02)	-	(.06)	(.13)	(.02)	(1.83)
Redemption fees added to paid in capital D,H	-	-	-	-	-	-
Net asset value, end of period	$ 12.70	$ 10.78	$ 9.88	$ 11.76	$ 9.31	$ 7.07
Total Return B,C	17.99%	9.11%	(15.60)%	28.00%	32.03%	(48.89)%
Ratios to Average Net Assets E,G
Expenses before reductions	1.11% A	1.06%	1.18%	1.43%	1.88%	1.51%
Expenses net of fee waivers, if any	1.11% A	1.06%	1.17%	1.25%	1.25%	1.25%
Expenses net of all reductions	1.05% A	1.03%	1.15%	1.19%	1.18%	1.16%
Net investment income (loss)	.60% A	.59%	.04%	.38%	.78%	.63%
Supplemental Data
Net assets, end of period (000 omitted)	$ 27,181	$ 22,548	$ 28,725	$ 12,936	$ 1,148	$ 1,166
Portfolio turnover r ate F	158% A	155%	140%	179%	258%	257%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H 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 April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Global Capital Appreciation Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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), net operating losses, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation	$ 14,749,460
Gross unrealized depreciation	(1,922,222)
Net unrealized appreciation (depreciation) on securities and other investments	$ 12,827,238
Tax cost	$ 75,591,739

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (7,618,418)
2017	(3,018,401)
2019	(14,114,488)
Total with expiration	(24,751,307)
No expiration
Short-term	(3,098,913)
Long-term	(5,534,491)
Total no expiration	(8,633,404)
Total capital loss carryforward	$ (33,384,711)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $63,739,878 and $64,143,341, respectively.

5. 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

performance of the Institutional Class of the Fund as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .53% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 35,475	$ 477
Class T	.25%	.25%	40,606	448
Class B	.75%	.25%	6,875	5,181
Class C	.75%	.25%	51,267	7,201
			$ 134,223	$ 13,307

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 3,368
Class T	1,480
Class B*	433
Class C*	283
	$ 5,564

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

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

	Amount	% of Average Net Assets*
Class A	$ 39,573	.28
Class T	25,365	.31
Class B	2,091	.30
Class C	15,396	.30
Institutional Class	19,937	.16
	$ 102,362

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $962 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $103 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Semiannual Report

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $5,035. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

FMR contractually agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. This reimbursement will remain in place through December 31, 2013. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.45%	$ 4,414
Class T	1.70%	5,290
Class B	2.20%	413
Class C	2.20%	2,729
		$ 12,846

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 $24,419 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Institutional Class	$ 34,747	$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	177,106	289,606	$ 1,991,958	$ 2,795,636
Shares redeemed	(294,605)	(1,497,004)	(3,287,888)	(14,297,470)
Net increase (decrease)	(117,499)	(1,207,398)	$ (1,295,930)	$ (11,501,834)
Class T
Shares sold	103,777	143,871	$ 1,132,594	$ 1,346,334
Shares redeemed	(184,575)	(1,182,171)	(1,961,291)	(10,957,476)
Net increase (decrease)	(80,798)	(1,038,300)	$ (828,697)	$ (9,611,142)
Class B
Shares sold	3,442	2,998	$ 35,424	$ 28,531
Shares redeemed	(32,162)	(74,674)	(327,425)	(653,939)
Net increase (decrease)	(28,720)	(71,676)	$ (292,001)	$ (625,408)
Class C
Shares sold	185,637	167,706	$ 1,896,855	$ 1,486,514
Shares redeemed	(128,830)	(499,534)	(1,287,252)	(4,342,453)
Net increase (decrease)	56,807	(331,828)	$ 609,603	$ (2,855,939)
Institutional Class
Shares sold	206,726	271,800	$ 2,446,756	$ 2,679,773
Reinvestment of distributions	2,789	-	30,990	-
Shares redeemed	(159,998)	(1,086,428)	(1,841,452)	(10,807,260)
Net increase (decrease)	49,517	(814,628)	$ 636,294	$ (8,127,487)

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, Strategic Advisers International II Fund was the owner of record of approximately 13% of the total outstanding shares of the Fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

AGLOI-USAN-0613
1.784881.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

International
Capital Appreciation

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,158.60	$ 7.76
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,157.30	$ 9.09
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,154.60	$ 11.75
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.20%
Actual		$ 1,000.00	$ 1,155.20	$ 11.76
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.20%
Actual		$ 1,000.00	$ 1,160.20	$ 6.43
HypotheticalA		$ 1,000.00	$ 1,018.84	$ 6.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Nestle SA (Switzerland, Food Products)	1.6	1.6
Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)	1.2	1.3
Sanofi SA (France, Pharmaceuticals)	1.0	0.0
Unilever PLC (United Kingdom, Food Products)	1.0	1.0
British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)	0.9	0.9
	5.7
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	23.2	19.3
Industrials	17.3	17.3
Financials	15.9	12.2
Consumer Staples	14.3	19.0
Information Technology	10.7	10.8
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United States of America	14.4	16.0
United Kingdom	14.3	13.4
Japan	10.6	6.9
France	7.5	8.6
Germany	6.5	5.4

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 99.5%		Stocks 99.5%
	Short-Term Investments and Net Other Assets (Liabilities) 0.5%		Short-Term Investments and Net Other Assets (Liabilities) 0.5%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.5%
	Shares		Value
Australia - 1.4%
Carsales.com Ltd.	34,107		$ 341,919
Coca-Cola Amatil Ltd.	31,716		497,803
CSL Ltd.	9,420		614,849
McMillan Shakespeare Ltd.	24,220		383,161
TOTAL AUSTRALIA			1,837,732
Austria - 0.3%
Andritz AG	6,998		456,008
Bailiwick of Jersey - 1.6%
Experian PLC	31,900		560,927
UBM PLC	39,200		445,724
Wolseley PLC	11,584		572,749
WPP PLC	32,000		529,035
TOTAL BAILIWICK OF JERSEY			2,108,435
Belgium - 0.7%
Anheuser-Busch InBev SA NV (d)	9,580		920,356
Bermuda - 0.7%
Credicorp Ltd. (NY Shares)	3,020		454,782
Jardine Matheson Holdings Ltd.	6,800		441,524
TOTAL BERMUDA			896,306
Brazil - 4.1%
BM&F Bovespa SA	73,800		512,349
BR Malls Participacoes SA	39,300		463,566
CCR SA	44,800		438,428
Cielo SA	18,960		500,072
Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR	15,000		630,300
Iguatemi Empresa de Shopping Centers SA	33,200		396,757
Itau Unibanco Holding SA sponsored ADR	39,225		660,157
Multiplan Empreendimentos Imobiliarios SA	15,900		453,854
Qualicorp SA (a)	47,200		459,556
Souza Cruz SA	29,200		448,490
Ultrapar Participacoes SA	18,700		497,701
TOTAL BRAZIL			5,461,230
Canada - 2.4%
Alimentation Couche-Tard, Inc. Class B (sub. vtg.)	8,700		528,589
Canadian National Railway Co.	7,400		724,465
Canadian Pacific Railway Ltd.	4,600		573,305
CGI Group, Inc. Class A (sub. vtg.) (a)	17,600		557,288
Common Stocks - continued
	Shares		Value
Canada - continued
Cineplex, Inc.	12,430		$ 422,456
Constellation Software, Inc.	3,050		416,274
TOTAL CANADA			3,222,377
Cayman Islands - 1.2%
Baidu.com, Inc. sponsored ADR (a)	4,900		420,665
Sands China Ltd.	98,000		513,985
Tencent Holdings Ltd.	19,200		658,626
TOTAL CAYMAN ISLANDS			1,593,276
Denmark - 0.7%
Novo Nordisk A/S Series B sponsored ADR	5,500		971,465
Finland - 0.8%
Kone Oyj (B Shares)	6,300		556,299
Nokian Tyres PLC	10,714		464,495
TOTAL FINLAND			1,020,794
France - 7.5%
Air Liquide SA	5,420		686,092
Bureau Veritas SA	4,100		502,423
Christian Dior SA	3,040		529,867
Dassault Systemes SA	4,100		499,993
Edenred SA	13,700		456,107
Eutelsat Communications	12,100		436,861
Ingenico SA	5,270		353,193
L'Oreal SA (d)	3,900		695,429
LVMH Moet Hennessy - Louis Vuitton SA	4,296		743,977
Pernod Ricard SA	4,500		557,070
PPR SA	2,300		505,992
Publicis Groupe SA	7,300		507,797
Safran SA	10,300		505,823
Sanofi SA	12,670		1,369,825
Schneider Electric SA (d)	9,439		719,737
Sodexo SA	5,600		467,644
Zodiac Aerospace	3,744		469,251
TOTAL FRANCE			10,007,081
Germany - 5.8%
adidas AG	5,400		563,944
BASF AG (d)	10,844		1,012,809
Bayer AG (d)	9,900		1,032,855
Bayerische Motoren Werke AG (BMW)	7,610		702,040
Common Stocks - continued
	Shares		Value
Germany - continued
Brenntag AG	3,000		$ 511,438
Duerr AG	3,100		352,650
Fresenius SE & Co. KGaA	4,100		514,140
Henkel AG & Co. KGaA	7,903		618,747
Hugo Boss AG	3,800		442,190
Linde AG	3,200		605,165
MTU Aero Engines Holdings AG (d)	4,300		406,822
SAP AG	12,120		966,230
TOTAL GERMANY			7,729,030
Hong Kong - 1.3%
AIA Group Ltd.	182,400		809,737
Galaxy Entertainment Group Ltd. (a)	113,000		506,015
Techtronic Industries Co. Ltd.	183,500		438,405
TOTAL HONG KONG			1,754,157
India - 3.7%
Asian Paints India Ltd.	5,259		458,577
Bajaj Auto Ltd.	13,617		476,956
HDFC Bank Ltd.	47,579		606,262
Housing Development Finance Corp. Ltd. (a)	37,176		586,949
ITC Ltd.	94,294		577,602
Maruti Suzuki India Ltd.	13,514		438,357
Sun Pharmaceutical Industries Ltd.	27,139		480,778
Sun TV Ltd.	48,374		375,657
Tata Consultancy Services Ltd.	18,897		485,194
Titan Industries Ltd. (a)	95,122		479,641
TOTAL INDIA			4,965,973
Indonesia - 3.4%
PT ACE Hardware Indonesia Tbk	4,064,000		409,639
PT Astra International Tbk	679,000		513,308
PT Bank Central Asia Tbk	468,500		518,011
PT Bank Rakyat Indonesia Tbk	543,000		524,987
PT Global Mediacom Tbk	1,772,000		396,410
PT Jasa Marga Tbk	672,500		463,434
PT Mitra Adiperkasa Tbk	505,000		428,515
PT Semen Gresik (Persero) Tbk	259,000		490,161
PT Surya Citra Media Tbk	1,572,500		452,866
PT Tower Bersama Infrastructure Tbk (a)	745,000		432,938
TOTAL INDONESIA			4,630,269
Common Stocks - continued
	Shares		Value
Ireland - 0.3%
Accenture PLC Class A	5,700		$ 464,208
Italy - 0.7%
Prada SpA	46,800		421,855
Tod's SpA	3,174		460,636
TOTAL ITALY			882,491
Japan - 10.6%
Bridgestone Corp.	15,100		569,925
Daihatsu Motor Co. Ltd.	21,000		416,572
Daito Trust Construction Co. Ltd.	6,200		601,159
Fanuc Corp.	4,200		633,999
Fuji Heavy Industries Ltd.	30,000		566,264
Isuzu Motors Ltd.	74,000		493,161
Japan Airport Terminal Co. Ltd.	6,400		98,739
Japan Exchange Group, Inc.	3,800		466,451
Japan Tobacco, Inc.	19,700		744,684
Kansai Paint Co. Ltd.	37,000		474,779
Keyence Corp.	1,640		520,448
Komatsu Ltd.	24,200		663,031
Makita Corp.	9,300		567,282
Mitsubishi UFJ Financial Group, Inc. sponsored ADR (d)	162,800		1,103,784
Mitsubishi UFJ Lease & Finance Co. Ltd.	60,500		341,740
Nomura Holdings, Inc. sponsored ADR	93,000		761,670
ORIX Corp.	42,400		650,599
SHIMANO, Inc.	4,500		391,971
SMC Corp.	2,700		541,276
Softbank Corp.	15,800		783,584
Sumitomo Mitsui Financial Group, Inc. ADR (d)	103,700		984,113
Sumitomo Mitsui Trust Holdings, Inc.	97,000		487,474
Sumitomo Rubber Industries Ltd.	21,600		398,846
USS Co. Ltd.	3,740		479,784
Yahoo! Japan Corp.	839		421,589
TOTAL JAPAN			14,162,924
Korea (South) - 1.2%
Samsung Electronics Co. Ltd.	1,215		1,676,455
Luxembourg - 0.6%
Eurofins Scientific SA	2,058		447,197
SES SA (France) (depositary receipt)	12,833		400,709
TOTAL LUXEMBOURG			847,906
Common Stocks - continued
	Shares		Value
Mexico - 1.8%
Bolsa Mexicana de Valores SA de CV	150,300		$ 409,471
Fomento Economico Mexicano S.A.B. de CV sponsored ADR	4,720		535,201
Grupo Financiero Banorte S.A.B. de CV Series O	70,900		534,627
Grupo Televisa SA de CV (CPO) sponsored ADR	19,900		503,868
Mexichem S.A.B. de CV	86,200		439,366
TOTAL MEXICO			2,422,533
Netherlands - 1.5%
ASML Holding NV (Netherlands) (d)	7,939		590,764
Core Laboratories NV	2,875		416,243
Heineken Holding NV (A Shares)	8,600		517,135
LyondellBasell Industries NV Class A	7,190		436,433
TOTAL NETHERLANDS			1,960,575
Nigeria - 0.9%
Guaranty Trust Bank PLC	2,649,833		432,694
Nestle Foods Nigeria PLC	66,341		373,693
Nigerian Breweries PLC	420,097		438,443
TOTAL NIGERIA			1,244,830
Panama - 0.6%
Copa Holdings SA Class A	3,500		439,530
Intergroup Financial Services Corp.	11,564		407,168
TOTAL PANAMA			846,698
Philippines - 1.8%
Alliance Global Group, Inc.	752,000		432,845
Metropolitan Bank & Trust Co.	157,100		475,020
Security Bank Corp.	97,910		468,922
SM Investments Corp.	18,160		504,996
SM Prime Holdings, Inc.	993,450		482,550
TOTAL PHILIPPINES			2,364,333
Russia - 1.2%
Magnit OJSC GDR (Reg. S)	10,995		560,745
NOVATEK OAO GDR (Reg. S)	3,600		364,320
Sberbank (Savings Bank of the Russian Federation) (a)	207,900		661,209
TOTAL RUSSIA			1,586,274
South Africa - 2.6%
Aspen Pharmacare Holdings Ltd.	23,300		506,065
Discovery Ltd.	53,600		488,245
Life Healthcare Group Holdings Ltd.	121,100		511,607
Common Stocks - continued
	Shares		Value
South Africa - continued
Mr Price Group Ltd.	32,600		$ 468,574
Nampak Ltd.	122,000		448,382
Naspers Ltd. Class N	8,800		588,890
Shoprite Holdings Ltd.	27,400		519,359
TOTAL SOUTH AFRICA			3,531,122
Spain - 1.5%
Amadeus IT Holding SA Class A	17,300		510,686
Grifols SA ADR	15,300		477,819
Inditex SA	4,452		598,325
Viscofan Envolturas Celulosicas SA	7,800		405,136
TOTAL SPAIN			1,991,966
Sweden - 1.1%
ASSA ABLOY AB (B Shares) (d)	12,406		494,054
Atlas Copco AB (A Shares)	21,800		573,839
Elekta AB (B Shares)	30,363		466,849
TOTAL SWEDEN			1,534,742
Switzerland - 4.1%
Compagnie Financiere Richemont SA Series A	9,174		740,985
Nestle SA	29,383		2,095,378
Schindler Holding AG (Reg.)	3,410		499,141
SGS SA (Reg.)	210		507,496
Sika AG (Bearer)	175		422,537
Swatch Group AG (Bearer)	970		555,523
Syngenta AG (Switzerland)	1,654		707,117
TOTAL SWITZERLAND			5,528,177
Taiwan - 0.8%
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	55,921		1,066,973
Thailand - 1.6%
Airports of Thailand PCL (For. Reg.)	70,500		347,095
BEC World PCL (For. Reg.)	135,100		308,405
Kasikornbank PCL (For. Reg.)	72,700		535,032
Siam Commercial Bank PCL (For. Reg.)	83,800		531,066
Thai Beverage PCL	802,000		393,935
TOTAL THAILAND			2,115,533
Turkey - 1.3%
Coca-Cola Icecek A/S	15,000		418,352
Koc Holding A/S	81,000		490,225
Common Stocks - continued
	Shares		Value
Turkey - continued
TAV Havalimanlari Holding A/S	49,000		$ 345,754
Turkiye Garanti Bankasi A/S	96,000		530,135
TOTAL TURKEY			1,784,466
United Kingdom - 14.3%
Aberdeen Asset Management PLC	65,900		459,315
Aggreko PLC	17,100		473,340
Ashtead Group PLC	48,100		438,957
British American Tobacco PLC (United Kingdom)	22,400		1,241,750
British Sky Broadcasting Group PLC	33,600		440,505
Burberry Group PLC	24,400		506,367
Compass Group PLC	45,700		601,269
Croda International PLC	11,700		450,357
Diageo PLC sponsored ADR	8,100		989,820
Domino's Pizza UK & IRL PLC	31,100		314,493
Elementis PLC	118,375		484,518
Filtrona PLC	33,600		368,740
Halma PLC	57,300		445,480
InterContinental Hotel Group PLC ADR	16,166		477,705
Intertek Group PLC	9,900		508,710
ITV PLC	243,700		476,596
Johnson Matthey PLC	13,178		496,194
Kingfisher PLC	73,400		356,984
Meggitt PLC	66,400		483,325
Next PLC	7,900		534,913
Oxford Instruments PLC	15,400		368,392
Prudential PLC	43,289		744,336
Reckitt Benckiser Group PLC	10,400		758,631
Rexam PLC	59,080		474,002
Rightmove PLC	15,400		459,534
Rolls-Royce Group PLC	38,400		674,030
Rolls-Royce Group PLC (C Shares) (a)	3,632,800		5,643
Rotork PLC	10,000		451,870
SABMiller PLC	13,700		738,128
Spectris PLC	13,200		432,639
Standard Chartered PLC (United Kingdom)	34,642		870,126
The Weir Group PLC	14,200		486,149
Travis Perkins PLC	17,500		389,813
Unilever PLC	30,300		1,312,800
Whitbread PLC	12,279		487,330
TOTAL UNITED KINGDOM			19,202,761
Common Stocks - continued
	Shares		Value
United States of America - 14.4%
Allergan, Inc.	3,769		$ 427,970
American Tower Corp.	5,600		470,344
AMETEK, Inc.	9,900		403,029
Amphenol Corp. Class A	5,704		430,766
Axiall Corp.	8,300		435,335
CBS Corp. Class B	8,660		396,455
Colgate-Palmolive Co.	3,380		403,606
Comcast Corp. Class A	10,200		421,260
Crown Castle International Corp. (a)	5,966		459,382
Cummins, Inc.	3,820		406,410
Danaher Corp.	6,769		412,503
Discovery Communications, Inc. (a)	5,400		425,628
Ecolab, Inc.	5,300		448,486
Estee Lauder Companies, Inc. Class A	6,488		449,943
FMC Corp.	7,100		430,970
Google, Inc. Class A (a)	520		428,776
Home Depot, Inc.	6,180		453,303
Lowe's Companies, Inc.	10,300		395,726
MasterCard, Inc. Class A	860		475,520
McGraw-Hill Companies, Inc.	8,104		438,507
Mead Johnson Nutrition Co. Class A	5,459		442,670
Mettler-Toledo International, Inc. (a)	2,000		417,920
Monsanto Co.	3,100		331,142
Moody's Corp.	7,500		456,375
News Corp. Class A	13,500		418,095
NIKE, Inc. Class B	6,800		432,480
Oracle Corp.	11,780		386,148
Philip Morris International, Inc.	4,442		424,611
PPG Industries, Inc.	3,080		453,191
Precision Castparts Corp.	2,013		385,067
priceline.com, Inc. (a)	600		417,594
QUALCOMM, Inc.	6,400		394,368
Roper Industries, Inc.	3,300		394,845
SBA Communications Corp. Class A (a)	5,800		458,142
Sherwin-Williams Co.	2,400		439,464
The Walt Disney Co.	7,293		458,292
Time Warner, Inc.	7,200		430,416
TransDigm Group, Inc.	2,100		308,280
Tupperware Brands Corp.	4,300		345,290
Union Pacific Corp.	2,800		414,288
United Technologies Corp.	4,581		418,199
Visa, Inc. Class A	2,700		454,842
Common Stocks - continued
	Shares		Value
United States of America - continued
W.R. Grace & Co. (a)	5,600		$ 431,816
Waters Corp. (a)	4,500		415,800
Williams-Sonoma, Inc.	6,200		332,816
Yum! Brands, Inc.	6,086		414,578
TOTAL UNITED STATES OF AMERICA			19,290,648
TOTAL COMMON STOCKS (Cost $110,190,321)		132,080,104
Nonconvertible Preferred Stocks - 1.0%
Colombia - 0.3%
Banco Davivienda SA	32,863		439,714
Germany - 0.7%
ProSiebenSat.1 Media AG	12,700		486,371
Sartorius AG (non-vtg.)	4,280		459,209
TOTAL GERMANY			945,580
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	4,569,600		7,098
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $1,187,573)		1,392,392
Money Market Funds - 5.5%
Fidelity Cash Central Fund, 0.13% (b)	837,230		837,230
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	6,553,403		6,553,403
TOTAL MONEY MARKET FUNDS (Cost $7,390,633)		7,390,633
TOTAL INVESTMENT PORTFOLIO - 105.0% (Cost $118,768,527)		140,863,129
NET OTHER ASSETS (LIABILITIES) - (5.0)%		(6,688,618)
NET ASSETS - 100%		$ 134,174,511

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 374
Fidelity Securities Lending Cash Central Fund	14,716
Total	$ 15,090

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 31,040,069	$ 26,303,288	$ 4,283,915	$ 452,866
Consumer Staples	19,238,406	12,923,438	6,314,968	-
Energy	1,278,264	1,278,264	-	-
Financials	21,219,257	17,321,236	3,898,021	-
Health Care	9,573,904	8,204,079	1,369,825	-
Industrials	23,295,409	20,889,821	2,405,588	-
Information Technology	14,267,508	11,768,477	2,499,031	-
Materials	11,425,633	10,243,737	1,181,896	-
Telecommunication Services	2,134,046	1,350,462	783,584	-
Money Market Funds	7,390,633	7,390,633	-	-
Total Investments in Securities:	$ 140,863,129	$ 117,673,435	$ 22,736,828	$ 452,866

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 6,728,596
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $6,269,040) - See accompanying schedule: Unaffiliated issuers (cost $111,377,894)	$ 133,472,496
Fidelity Central Funds (cost $7,390,633)	7,390,633
Total Investments (cost $118,768,527)		$ 140,863,129
Foreign currency held at value (cost $89,346)		89,530
Receivable for investments sold		1,040,572
Receivable for fund shares sold		128,701
Dividends receivable		532,198
Distributions receivable from Fidelity Central Funds		10,239
Prepaid expenses		93
Receivable from investment adviser for expense reductions		36,278
Other receivables		273,949
Total assets		142,974,689
Liabilities
Payable for investments purchased	$ 1,863,444
Payable for fund shares redeemed	104,929
Accrued management fee	99,673
Distribution and service plan fees payable	51,723
Other affiliated payables	36,496
Other payables and accrued expenses	90,510
Collateral on securities loaned, at value	6,553,403
Total liabilities		8,800,178
Net Assets		$ 134,174,511
Net Assets consist of:
Paid in capital		$ 207,702,844
Undistributed net investment income		158,564
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(95,709,668)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		22,022,771
Net Assets		$ 134,174,511

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price  Class A: Net Asset Value and redemption price per share ($47,015,785 ÷ 3,632,410 shares)		$ 12.94
Maximum offering price per share (100/94.25 of $12.94)		$ 13.73
Class T: Net Asset Value and redemption price per share ($58,599,006 ÷ 4,612,219 shares)		$ 12.71
Maximum offering price per share (100/96.50 of $12.71)		$ 13.17
Class B: Net Asset Value and offering price per share ($2,386,940 ÷ 202,240 shares)A		$ 11.80
Class C: Net Asset Value and offering price per share ($20,119,854 ÷ 1,711,067 shares)A		$ 11.76
Institutional Class: Net Asset Value, offering price and redemption price per share ($6,052,926 ÷ 439,396 shares)		$ 13.78

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

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

Semiannual Report

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 1,306,220
Income from Fidelity Central Funds		15,090
Income before foreign taxes withheld		1,321,310
Less foreign taxes withheld		(97,424)
Total income		1,223,886
Expenses
Management fee Basic fee	$ 448,340
Performance adjustment	138,931
Transfer agent fees	182,017
Distribution and service plan fees	303,412
Accounting and security lending fees	32,980
Custodian fees and expenses	66,749
Independent trustees' compensation	399
Registration fees	45,303
Audit	47,097
Legal	303
Miscellaneous	502
Total expenses before reductions	1,266,033
Expense reductions	(257,169)	1,008,864
Net investment income (loss)		215,022
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers (net of foreign taxes of $21,056)	9,394,167
Foreign currency transactions	(51,559)
Total net realized gain (loss)		9,342,608
Change in net unrealized appreciation (depreciation) on: Investment securities (net of decrease in deferred foreign taxes of $46,132)	8,899,823
Assets and liabilities in foreign currencies	8,595
Total change in net unrealized appreciation (depreciation)		8,908,418
Net gain (loss)		18,251,026
Net increase (decrease) in net assets resulting from operations		$ 18,466,048

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 215,022	$ 594,021
Net realized gain (loss)	9,342,608	3,274,540
Change in net unrealized appreciation (depreciation)	8,908,418	8,551,071
Net increase (decrease) in net assets resulting from operations	18,466,048	12,419,632
Distributions to shareholders from net investment income	(589,021)	(721,694)
Distributions to shareholders from net realized gain	-	(61,587)
Total distributions	(589,021)	(783,281)
Share transactions - net increase (decrease)	(3,565,531)	(20,248,751)
Redemption fees	440	1,999
Total increase (decrease) in net assets	14,311,936	(8,610,401)
Net Assets
Beginning of period	119,862,575	128,472,976
End of period (including undistributed net investment income of $158,564 and undistributed net investment income of $532,563, respectively)	$ 134,174,511	$ 119,862,575

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.25	$ 10.21	$ 10.85	$ 9.34	$ 6.39	$ 18.64
Income from Investment Operations
Net investment income (loss) E	.03	.08	.08 H	.06	.09	.11
Net realized and unrealized gain (loss)	1.75	1.05	(.53)	1.69	2.88	(8.42)
Total from investment operations	1.78	1.13	(.45)	1.75	2.97	(8.31)
Distributions from net investment income	(.09)	(.09)	(.08)	(.08)	(.02)	(.05)
Distributions from net realized gain	-	(.01)	(.12)	(.16)	-	(3.89)
Total distributions	(.09)	(.09) L	(.19) K	(.24)	(.02)	(3.94)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 12.94	$ 11.25	$ 10.21	$ 10.85	$ 9.34	$ 6.39
Total Return B,C,D	15.86%	11.19%	(4.25)%	18.98%	46.61%	(55.70)%
Ratios to Average Net Assets F,I
Expenses before reductions	1.78% A	1.78%	1.64%	1.45%	1.27%	1.42%
Expenses net of fee waivers, if any	1.45% A	1.45%	1.45%	1.45%	1.27%	1.42%
Expenses net of all reductions	1.36% A	1.41%	1.38%	1.27%	1.15%	1.25%
Net investment income (loss)	.57% A	.73%	.74% H	.66%	1.22%	.95%
Supplemental Data
Net assets, end of period (000 omitted)	$ 47,016	$ 40,624	$ 40,364	$ 49,058	$ 43,389	$ 35,517
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .49%. 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 reductions from 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. KTotal distributions of $.19 per share is comprised of distributions from net investment income of $.077 and distributions from net realized gain of $.116 per share. LTotal distributions of $.09 per share is comprised of distributions from net investment income of $.085 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.03	$ 10.00	$ 10.63	$ 9.16	$ 6.28	$ 18.38
Income from Investment Operations
Net investment income (loss) E	.02	.05	.05 H	.04	.07	.08
Net realized and unrealized gain (loss)	1.71	1.04	(.52)	1.65	2.82	(8.28)
Total from investment operations	1.73	1.09	(.47)	1.69	2.89	(8.20)
Distributions from net investment income	(.05)	(.06)	(.05)	(.06)	(.01)	(.01)
Distributions from net realized gain	-	(.01)	(.12)	(.16)	-	(3.89)
Total distributions	(.05)	(.06) L	(.16) K	(.22)	(.01)	(3.90)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 12.71	$ 11.03	$ 10.00	$ 10.63	$ 9.16	$ 6.28
Total Return B,C,D	15.73%	10.99%	(4.51)%	18.65%	46.23%	(55.79)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.00% A	2.03%	1.88%	1.69%	1.52%	1.65%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.70%	1.69%	1.52%	1.65%
Expenses net of all reductions	1.61% A	1.66%	1.62%	1.51%	1.41%	1.48%
Net investment income (loss)	.32% A	.48%	.49% H	.42%	.96%	.71%
Supplemental Data
Net assets, end of period (000 omitted)	$ 58,599	$ 53,835	$ 59,914	$ 74,056	$ 78,005	$ 57,603
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .24%. 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 reductions from 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. KTotal distributions of $.16 per share is comprised of distributions from net investment income of $.047 and distributions from net realized gain of $.116 per share. LTotal distributions of $.06 per share is comprised of distributions from net investment income of $.056 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.22	$ 9.26	$ 9.84	$ 8.51	$ 5.86	$ 17.36
Income from Investment Operations
Net investment income (loss) E	(.01)	- J	- H,J	(.01)	.03	.02
Net realized and unrealized gain (loss)	1.59	.96	(.48)	1.53	2.63	(7.75)
Total from investment operations	1.58	.96	(.48)	1.52	2.66	(7.73)
Distributions from net investment income	-	-	(.01)	(.03)	(.01)	-
Distributions from net realized gain	-	-	(.09)	(.16)	-	(3.77)
Total distributions	-	-	(.10)	(.19)	(.01)	(3.77)
Redemption fees added to paid in capital E,J	-	-	-	-	-	-
Net asset value, end of period	$ 11.80	$ 10.22	$ 9.26	$ 9.84	$ 8.51	$ 5.86
Total Return B,C,D	15.46%	10.37%	(4.99)%	18.03%	45.50%	(56.02)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.53% A	2.54%	2.39%	2.20%	2.02%	2.17%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.20%	2.02%	2.17%
Expenses net of all reductions	2.11% A	2.16%	2.13%	2.02%	1.90%	2.01%
Net investment income (loss)	(.19)% A	(.02)%	(.01)% H	(.09)%	.47%	.19%
Supplemental Data
Net assets, end of period (000 omitted)	$ 2,387	$ 2,745	$ 4,241	$ 8,737	$ 10,661	$ 10,356
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.26)%. 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 reductions from 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.

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.18	$ 9.23	$ 9.84	$ 8.51	$ 5.87	$ 17.42
Income from Investment Operations
Net investment income (loss) E	(.01)	- J	- H,J	(.01)	.03	.02
Net realized and unrealized gain (loss)	1.59	.96	(.49)	1.53	2.62	(7.75)
Total from investment operations	1.58	.96	(.49)	1.52	2.65	(7.73)
Distributions from net investment income	-	(.01)	(.01)	(.04)	(.01)	-
Distributions from net realized gain	-	(.01)	(.11)	(.16)	-	(3.82)
Total distributions	-	(.01) L	(.12)	(.19) K	(.01)	(3.82)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 11.76	$ 10.18	$ 9.23	$ 9.84	$ 8.51	$ 5.87
Total Return B,C,D	15.52%	10.41%	(5.07)%	18.12%	45.26%	(55.95)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.53% A	2.53%	2.39%	2.20%	2.02%	2.16%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.20%	2.02%	2.16%
Expenses net of all reductions	2.11% A	2.16%	2.13%	2.02%	1.90%	2.00%
Net investment income (loss)	(.18)% A	(.02)%	(.01)% H	(.09)%	.47%	.20%
Supplemental Data
Net assets, end of period (000 omitted)	$ 20,120	$ 18,090	$ 19,619	$ 24,809	$ 24,575	$ 20,973
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.26)%. 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 reductions from 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. KTotal distributions of $.19 per share is comprised of distributions from net investment income of $.037 and distributions from net realized gain of $.155 per share. LTotal distributions of $.01 per share is comprised of distributions from net investment income of $.005 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.99	$ 10.87	$ 11.54	$ 9.91	$ 6.77	$ 19.49
Income from Investment Operations
Net investment income (loss) D	.05	.11	.12 G	.10	.11	.16
Net realized and unrealized gain (loss)	1.86	1.13	(.57)	1.78	3.05	(8.88)
Total from investment operations	1.91	1.24	(.45)	1.88	3.16	(8.72)
Distributions from net investment income	(.12)	(.12)	(.11)	(.09)	(.02)	(.11)
Distributions from net realized gain	-	(.01)	(.12)	(.16)	-	(3.89)
Total distributions	(.12)	(.12) K	(.22) J	(.25)	(.02)	(4.00)
Redemption fees added to paid in capital D,I	-	-	-	-	-	-
Net asset value, end of period	$ 13.78	$ 11.99	$ 10.87	$ 11.54	$ 9.91	$ 6.77
Total Return B,C	16.02%	11.56%	(4.01)%	19.22%	46.85%	(55.51)%
Ratios to Average Net Assets E,H
Expenses before reductions	1.44% A	1.48%	1.35%	1.19%	1.00%	1.12%
Expenses net of fee waivers, if any	1.20% A	1.20%	1.20%	1.19%	1.00%	1.12%
Expenses net of all reductions	1.11% A	1.16%	1.12%	1.01%	.89%	.95%
Net investment income (loss)	.82% A	.98%	1.00% G	.93%	1.48%	1.24%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,053	$ 4,568	$ 4,335	$ 4,345	$ 3,292	$ 3,620
Portfolio turnover rate F	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees and expenses of any 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .74%. 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 reductions from 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. JTotal distributions of $.22 per share is comprised of distributions from net investment income of $.107 and distributions from net realized gain of $.116 per share. KTotal distributions of $.12 per share is comprised of distributions from net investment income of $.115 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® International Capital Appreciation Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. . Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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. The Fund is subject to a tax imposed on capital gains by certain countries in which it invests. An estimated deferred tax liability for net unrealized appreciation on the applicable securities is included in Other payables and accrued expenses on the Statement of Assets & Liabilities.

Distributions are declared and 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 GAAP.

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), equity-debt classifications, capital loss carryforwards and losses deferred due to wash sales.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation	$ 22,346,412
Gross unrealized depreciation	(887,303)
Net unrealized appreciation (depreciation) on securities and other investments	$ 21,459,109
Tax cost	$ 119,404,020

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (80,031,657)
2017	(23,967,872)
Total capital loss carryforward	$ (103,999,529)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $84,314,388 and $88,397,890, respectively.

Semiannual Report

5. 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .92% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 55,034	$ 1,154
Class T	.25%	.25%	140,400	1,734
Class B	.75%	.25%	13,077	9,898
Class C	.75%	.25%	94,901	5,364
			$ 303,412	$ 18,150

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

	Retained by FDC
Class A	$ 6,174
Class T	2,188
Class B*	1,630
Class C*	557
	$ 10,549

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

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

	Amount	% of Average Net Assets*
Class A	$ 66,270	.30
Class T	77,540	.28
Class B	3,977	.30
Class C	28,545	.30
Institutional Class	5,685	.21
	$ 182,017

* Annualized

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 each 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.

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $667 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $164 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $14,716, including $17 from securities loaned to FCM.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.45%	$ 72,613
Class T	1.70%	85,499
Class B	2.20%	4,337
Class C	2.20%	31,280
Institutional Class	1.20%	6,487
		$ 200,216

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 $56,953 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 304,584	$ 338,785
Class T	238,717	327,446
Class C	-	10,467
Institutional Class	45,720	44,996
Total	$ 589,021	$ 721,694
From net realized gain
Class A	$ -	$ 19,929
Class T	-	29,236
Class C	-	10,466
Institutional Class	-	1,956
Total	$ -	$ 61,587

Semiannual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	368,073	501,429	$ 4,484,451	$ 5,286,360
Reinvestment of distributions	23,725	32,796	277,180	324,358
Shares redeemed	(370,348)	(878,467)	(4,488,879)	(9,235,475)
Net increase (decrease)	21,450	(344,242)	$ 272,752	$ (3,624,757)
Class T
Shares sold	255,905	474,830	$ 3,071,708	$ 4,927,589
Reinvestment of distributions	20,410	35,814	234,026	347,751
Shares redeemed	(547,067)	(1,620,420)	(6,477,419)	(16,560,666)
Net increase (decrease)	(270,752)	(1,109,776)	$ (3,171,685)	$ (11,285,326)
Class B
Shares sold	5,473	5,681	$ 60,916	$ 54,950
Shares redeemed	(71,785)	(195,242)	(797,289)	(1,882,798)
Net increase (decrease)	(66,312)	(189,561)	$ (736,373)	$ (1,827,848)
Class C
Shares sold	125,175	139,534	$ 1,406,769	$ 1,345,653
Reinvestment of distributions	-	2,090	-	18,836
Shares redeemed	(190,308)	(489,947)	(2,091,632)	(4,705,575)
Net increase (decrease)	(65,133)	(348,323)	$ (684,863)	$ (3,341,086)
Institutional Class
Shares sold	104,718	98,729	$ 1,351,229	$ 1,120,551
Reinvestment of distributions	3,069	3,641	38,142	38,267
Shares redeemed	(49,508)	(120,081)	(634,733)	(1,328,552)
Net increase (decrease)	58,279	(17,711)	$ 754,638	$ (169,734)

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.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

AICAP-USAN-0613
1.784890.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

International
Capital Appreciation

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,158.60	$ 7.76
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,157.30	$ 9.09
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class B	2.20%
Actual		$ 1,000.00	$ 1,154.60	$ 11.75
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Class C	2.20%
Actual		$ 1,000.00	$ 1,155.20	$ 11.76
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.20%
Actual		$ 1,000.00	$ 1,160.20	$ 6.43
HypotheticalA		$ 1,000.00	$ 1,018.84	$ 6.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Nestle SA (Switzerland, Food Products)	1.6	1.6
Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)	1.2	1.3
Sanofi SA (France, Pharmaceuticals)	1.0	0.0
Unilever PLC (United Kingdom, Food Products)	1.0	1.0
British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)	0.9	0.9
	5.7
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	23.2	19.3
Industrials	17.3	17.3
Financials	15.9	12.2
Consumer Staples	14.3	19.0
Information Technology	10.7	10.8
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United States of America	14.4	16.0
United Kingdom	14.3	13.4
Japan	10.6	6.9
France	7.5	8.6
Germany	6.5	5.4

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 99.5%		Stocks 99.5%
	Short-Term Investments and Net Other Assets (Liabilities) 0.5%		Short-Term Investments and Net Other Assets (Liabilities) 0.5%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.5%
	Shares		Value
Australia - 1.4%
Carsales.com Ltd.	34,107		$ 341,919
Coca-Cola Amatil Ltd.	31,716		497,803
CSL Ltd.	9,420		614,849
McMillan Shakespeare Ltd.	24,220		383,161
TOTAL AUSTRALIA			1,837,732
Austria - 0.3%
Andritz AG	6,998		456,008
Bailiwick of Jersey - 1.6%
Experian PLC	31,900		560,927
UBM PLC	39,200		445,724
Wolseley PLC	11,584		572,749
WPP PLC	32,000		529,035
TOTAL BAILIWICK OF JERSEY			2,108,435
Belgium - 0.7%
Anheuser-Busch InBev SA NV (d)	9,580		920,356
Bermuda - 0.7%
Credicorp Ltd. (NY Shares)	3,020		454,782
Jardine Matheson Holdings Ltd.	6,800		441,524
TOTAL BERMUDA			896,306
Brazil - 4.1%
BM&F Bovespa SA	73,800		512,349
BR Malls Participacoes SA	39,300		463,566
CCR SA	44,800		438,428
Cielo SA	18,960		500,072
Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR	15,000		630,300
Iguatemi Empresa de Shopping Centers SA	33,200		396,757
Itau Unibanco Holding SA sponsored ADR	39,225		660,157
Multiplan Empreendimentos Imobiliarios SA	15,900		453,854
Qualicorp SA (a)	47,200		459,556
Souza Cruz SA	29,200		448,490
Ultrapar Participacoes SA	18,700		497,701
TOTAL BRAZIL			5,461,230
Canada - 2.4%
Alimentation Couche-Tard, Inc. Class B (sub. vtg.)	8,700		528,589
Canadian National Railway Co.	7,400		724,465
Canadian Pacific Railway Ltd.	4,600		573,305
CGI Group, Inc. Class A (sub. vtg.) (a)	17,600		557,288
Common Stocks - continued
	Shares		Value
Canada - continued
Cineplex, Inc.	12,430		$ 422,456
Constellation Software, Inc.	3,050		416,274
TOTAL CANADA			3,222,377
Cayman Islands - 1.2%
Baidu.com, Inc. sponsored ADR (a)	4,900		420,665
Sands China Ltd.	98,000		513,985
Tencent Holdings Ltd.	19,200		658,626
TOTAL CAYMAN ISLANDS			1,593,276
Denmark - 0.7%
Novo Nordisk A/S Series B sponsored ADR	5,500		971,465
Finland - 0.8%
Kone Oyj (B Shares)	6,300		556,299
Nokian Tyres PLC	10,714		464,495
TOTAL FINLAND			1,020,794
France - 7.5%
Air Liquide SA	5,420		686,092
Bureau Veritas SA	4,100		502,423
Christian Dior SA	3,040		529,867
Dassault Systemes SA	4,100		499,993
Edenred SA	13,700		456,107
Eutelsat Communications	12,100		436,861
Ingenico SA	5,270		353,193
L'Oreal SA (d)	3,900		695,429
LVMH Moet Hennessy - Louis Vuitton SA	4,296		743,977
Pernod Ricard SA	4,500		557,070
PPR SA	2,300		505,992
Publicis Groupe SA	7,300		507,797
Safran SA	10,300		505,823
Sanofi SA	12,670		1,369,825
Schneider Electric SA (d)	9,439		719,737
Sodexo SA	5,600		467,644
Zodiac Aerospace	3,744		469,251
TOTAL FRANCE			10,007,081
Germany - 5.8%
adidas AG	5,400		563,944
BASF AG (d)	10,844		1,012,809
Bayer AG (d)	9,900		1,032,855
Bayerische Motoren Werke AG (BMW)	7,610		702,040
Common Stocks - continued
	Shares		Value
Germany - continued
Brenntag AG	3,000		$ 511,438
Duerr AG	3,100		352,650
Fresenius SE & Co. KGaA	4,100		514,140
Henkel AG & Co. KGaA	7,903		618,747
Hugo Boss AG	3,800		442,190
Linde AG	3,200		605,165
MTU Aero Engines Holdings AG (d)	4,300		406,822
SAP AG	12,120		966,230
TOTAL GERMANY			7,729,030
Hong Kong - 1.3%
AIA Group Ltd.	182,400		809,737
Galaxy Entertainment Group Ltd. (a)	113,000		506,015
Techtronic Industries Co. Ltd.	183,500		438,405
TOTAL HONG KONG			1,754,157
India - 3.7%
Asian Paints India Ltd.	5,259		458,577
Bajaj Auto Ltd.	13,617		476,956
HDFC Bank Ltd.	47,579		606,262
Housing Development Finance Corp. Ltd. (a)	37,176		586,949
ITC Ltd.	94,294		577,602
Maruti Suzuki India Ltd.	13,514		438,357
Sun Pharmaceutical Industries Ltd.	27,139		480,778
Sun TV Ltd.	48,374		375,657
Tata Consultancy Services Ltd.	18,897		485,194
Titan Industries Ltd. (a)	95,122		479,641
TOTAL INDIA			4,965,973
Indonesia - 3.4%
PT ACE Hardware Indonesia Tbk	4,064,000		409,639
PT Astra International Tbk	679,000		513,308
PT Bank Central Asia Tbk	468,500		518,011
PT Bank Rakyat Indonesia Tbk	543,000		524,987
PT Global Mediacom Tbk	1,772,000		396,410
PT Jasa Marga Tbk	672,500		463,434
PT Mitra Adiperkasa Tbk	505,000		428,515
PT Semen Gresik (Persero) Tbk	259,000		490,161
PT Surya Citra Media Tbk	1,572,500		452,866
PT Tower Bersama Infrastructure Tbk (a)	745,000		432,938
TOTAL INDONESIA			4,630,269
Common Stocks - continued
	Shares		Value
Ireland - 0.3%
Accenture PLC Class A	5,700		$ 464,208
Italy - 0.7%
Prada SpA	46,800		421,855
Tod's SpA	3,174		460,636
TOTAL ITALY			882,491
Japan - 10.6%
Bridgestone Corp.	15,100		569,925
Daihatsu Motor Co. Ltd.	21,000		416,572
Daito Trust Construction Co. Ltd.	6,200		601,159
Fanuc Corp.	4,200		633,999
Fuji Heavy Industries Ltd.	30,000		566,264
Isuzu Motors Ltd.	74,000		493,161
Japan Airport Terminal Co. Ltd.	6,400		98,739
Japan Exchange Group, Inc.	3,800		466,451
Japan Tobacco, Inc.	19,700		744,684
Kansai Paint Co. Ltd.	37,000		474,779
Keyence Corp.	1,640		520,448
Komatsu Ltd.	24,200		663,031
Makita Corp.	9,300		567,282
Mitsubishi UFJ Financial Group, Inc. sponsored ADR (d)	162,800		1,103,784
Mitsubishi UFJ Lease & Finance Co. Ltd.	60,500		341,740
Nomura Holdings, Inc. sponsored ADR	93,000		761,670
ORIX Corp.	42,400		650,599
SHIMANO, Inc.	4,500		391,971
SMC Corp.	2,700		541,276
Softbank Corp.	15,800		783,584
Sumitomo Mitsui Financial Group, Inc. ADR (d)	103,700		984,113
Sumitomo Mitsui Trust Holdings, Inc.	97,000		487,474
Sumitomo Rubber Industries Ltd.	21,600		398,846
USS Co. Ltd.	3,740		479,784
Yahoo! Japan Corp.	839		421,589
TOTAL JAPAN			14,162,924
Korea (South) - 1.2%
Samsung Electronics Co. Ltd.	1,215		1,676,455
Luxembourg - 0.6%
Eurofins Scientific SA	2,058		447,197
SES SA (France) (depositary receipt)	12,833		400,709
TOTAL LUXEMBOURG			847,906
Common Stocks - continued
	Shares		Value
Mexico - 1.8%
Bolsa Mexicana de Valores SA de CV	150,300		$ 409,471
Fomento Economico Mexicano S.A.B. de CV sponsored ADR	4,720		535,201
Grupo Financiero Banorte S.A.B. de CV Series O	70,900		534,627
Grupo Televisa SA de CV (CPO) sponsored ADR	19,900		503,868
Mexichem S.A.B. de CV	86,200		439,366
TOTAL MEXICO			2,422,533
Netherlands - 1.5%
ASML Holding NV (Netherlands) (d)	7,939		590,764
Core Laboratories NV	2,875		416,243
Heineken Holding NV (A Shares)	8,600		517,135
LyondellBasell Industries NV Class A	7,190		436,433
TOTAL NETHERLANDS			1,960,575
Nigeria - 0.9%
Guaranty Trust Bank PLC	2,649,833		432,694
Nestle Foods Nigeria PLC	66,341		373,693
Nigerian Breweries PLC	420,097		438,443
TOTAL NIGERIA			1,244,830
Panama - 0.6%
Copa Holdings SA Class A	3,500		439,530
Intergroup Financial Services Corp.	11,564		407,168
TOTAL PANAMA			846,698
Philippines - 1.8%
Alliance Global Group, Inc.	752,000		432,845
Metropolitan Bank & Trust Co.	157,100		475,020
Security Bank Corp.	97,910		468,922
SM Investments Corp.	18,160		504,996
SM Prime Holdings, Inc.	993,450		482,550
TOTAL PHILIPPINES			2,364,333
Russia - 1.2%
Magnit OJSC GDR (Reg. S)	10,995		560,745
NOVATEK OAO GDR (Reg. S)	3,600		364,320
Sberbank (Savings Bank of the Russian Federation) (a)	207,900		661,209
TOTAL RUSSIA			1,586,274
South Africa - 2.6%
Aspen Pharmacare Holdings Ltd.	23,300		506,065
Discovery Ltd.	53,600		488,245
Life Healthcare Group Holdings Ltd.	121,100		511,607
Common Stocks - continued
	Shares		Value
South Africa - continued
Mr Price Group Ltd.	32,600		$ 468,574
Nampak Ltd.	122,000		448,382
Naspers Ltd. Class N	8,800		588,890
Shoprite Holdings Ltd.	27,400		519,359
TOTAL SOUTH AFRICA			3,531,122
Spain - 1.5%
Amadeus IT Holding SA Class A	17,300		510,686
Grifols SA ADR	15,300		477,819
Inditex SA	4,452		598,325
Viscofan Envolturas Celulosicas SA	7,800		405,136
TOTAL SPAIN			1,991,966
Sweden - 1.1%
ASSA ABLOY AB (B Shares) (d)	12,406		494,054
Atlas Copco AB (A Shares)	21,800		573,839
Elekta AB (B Shares)	30,363		466,849
TOTAL SWEDEN			1,534,742
Switzerland - 4.1%
Compagnie Financiere Richemont SA Series A	9,174		740,985
Nestle SA	29,383		2,095,378
Schindler Holding AG (Reg.)	3,410		499,141
SGS SA (Reg.)	210		507,496
Sika AG (Bearer)	175		422,537
Swatch Group AG (Bearer)	970		555,523
Syngenta AG (Switzerland)	1,654		707,117
TOTAL SWITZERLAND			5,528,177
Taiwan - 0.8%
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	55,921		1,066,973
Thailand - 1.6%
Airports of Thailand PCL (For. Reg.)	70,500		347,095
BEC World PCL (For. Reg.)	135,100		308,405
Kasikornbank PCL (For. Reg.)	72,700		535,032
Siam Commercial Bank PCL (For. Reg.)	83,800		531,066
Thai Beverage PCL	802,000		393,935
TOTAL THAILAND			2,115,533
Turkey - 1.3%
Coca-Cola Icecek A/S	15,000		418,352
Koc Holding A/S	81,000		490,225
Common Stocks - continued
	Shares		Value
Turkey - continued
TAV Havalimanlari Holding A/S	49,000		$ 345,754
Turkiye Garanti Bankasi A/S	96,000		530,135
TOTAL TURKEY			1,784,466
United Kingdom - 14.3%
Aberdeen Asset Management PLC	65,900		459,315
Aggreko PLC	17,100		473,340
Ashtead Group PLC	48,100		438,957
British American Tobacco PLC (United Kingdom)	22,400		1,241,750
British Sky Broadcasting Group PLC	33,600		440,505
Burberry Group PLC	24,400		506,367
Compass Group PLC	45,700		601,269
Croda International PLC	11,700		450,357
Diageo PLC sponsored ADR	8,100		989,820
Domino's Pizza UK & IRL PLC	31,100		314,493
Elementis PLC	118,375		484,518
Filtrona PLC	33,600		368,740
Halma PLC	57,300		445,480
InterContinental Hotel Group PLC ADR	16,166		477,705
Intertek Group PLC	9,900		508,710
ITV PLC	243,700		476,596
Johnson Matthey PLC	13,178		496,194
Kingfisher PLC	73,400		356,984
Meggitt PLC	66,400		483,325
Next PLC	7,900		534,913
Oxford Instruments PLC	15,400		368,392
Prudential PLC	43,289		744,336
Reckitt Benckiser Group PLC	10,400		758,631
Rexam PLC	59,080		474,002
Rightmove PLC	15,400		459,534
Rolls-Royce Group PLC	38,400		674,030
Rolls-Royce Group PLC (C Shares) (a)	3,632,800		5,643
Rotork PLC	10,000		451,870
SABMiller PLC	13,700		738,128
Spectris PLC	13,200		432,639
Standard Chartered PLC (United Kingdom)	34,642		870,126
The Weir Group PLC	14,200		486,149
Travis Perkins PLC	17,500		389,813
Unilever PLC	30,300		1,312,800
Whitbread PLC	12,279		487,330
TOTAL UNITED KINGDOM			19,202,761
Common Stocks - continued
	Shares		Value
United States of America - 14.4%
Allergan, Inc.	3,769		$ 427,970
American Tower Corp.	5,600		470,344
AMETEK, Inc.	9,900		403,029
Amphenol Corp. Class A	5,704		430,766
Axiall Corp.	8,300		435,335
CBS Corp. Class B	8,660		396,455
Colgate-Palmolive Co.	3,380		403,606
Comcast Corp. Class A	10,200		421,260
Crown Castle International Corp. (a)	5,966		459,382
Cummins, Inc.	3,820		406,410
Danaher Corp.	6,769		412,503
Discovery Communications, Inc. (a)	5,400		425,628
Ecolab, Inc.	5,300		448,486
Estee Lauder Companies, Inc. Class A	6,488		449,943
FMC Corp.	7,100		430,970
Google, Inc. Class A (a)	520		428,776
Home Depot, Inc.	6,180		453,303
Lowe's Companies, Inc.	10,300		395,726
MasterCard, Inc. Class A	860		475,520
McGraw-Hill Companies, Inc.	8,104		438,507
Mead Johnson Nutrition Co. Class A	5,459		442,670
Mettler-Toledo International, Inc. (a)	2,000		417,920
Monsanto Co.	3,100		331,142
Moody's Corp.	7,500		456,375
News Corp. Class A	13,500		418,095
NIKE, Inc. Class B	6,800		432,480
Oracle Corp.	11,780		386,148
Philip Morris International, Inc.	4,442		424,611
PPG Industries, Inc.	3,080		453,191
Precision Castparts Corp.	2,013		385,067
priceline.com, Inc. (a)	600		417,594
QUALCOMM, Inc.	6,400		394,368
Roper Industries, Inc.	3,300		394,845
SBA Communications Corp. Class A (a)	5,800		458,142
Sherwin-Williams Co.	2,400		439,464
The Walt Disney Co.	7,293		458,292
Time Warner, Inc.	7,200		430,416
TransDigm Group, Inc.	2,100		308,280
Tupperware Brands Corp.	4,300		345,290
Union Pacific Corp.	2,800		414,288
United Technologies Corp.	4,581		418,199
Visa, Inc. Class A	2,700		454,842
Common Stocks - continued
	Shares		Value
United States of America - continued
W.R. Grace & Co. (a)	5,600		$ 431,816
Waters Corp. (a)	4,500		415,800
Williams-Sonoma, Inc.	6,200		332,816
Yum! Brands, Inc.	6,086		414,578
TOTAL UNITED STATES OF AMERICA			19,290,648
TOTAL COMMON STOCKS (Cost $110,190,321)		132,080,104
Nonconvertible Preferred Stocks - 1.0%
Colombia - 0.3%
Banco Davivienda SA	32,863		439,714
Germany - 0.7%
ProSiebenSat.1 Media AG	12,700		486,371
Sartorius AG (non-vtg.)	4,280		459,209
TOTAL GERMANY			945,580
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	4,569,600		7,098
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $1,187,573)		1,392,392
Money Market Funds - 5.5%
Fidelity Cash Central Fund, 0.13% (b)	837,230		837,230
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	6,553,403		6,553,403
TOTAL MONEY MARKET FUNDS (Cost $7,390,633)		7,390,633
TOTAL INVESTMENT PORTFOLIO - 105.0% (Cost $118,768,527)		140,863,129
NET OTHER ASSETS (LIABILITIES) - (5.0)%		(6,688,618)
NET ASSETS - 100%		$ 134,174,511

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 374
Fidelity Securities Lending Cash Central Fund	14,716
Total	$ 15,090

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 31,040,069	$ 26,303,288	$ 4,283,915	$ 452,866
Consumer Staples	19,238,406	12,923,438	6,314,968	-
Energy	1,278,264	1,278,264	-	-
Financials	21,219,257	17,321,236	3,898,021	-
Health Care	9,573,904	8,204,079	1,369,825	-
Industrials	23,295,409	20,889,821	2,405,588	-
Information Technology	14,267,508	11,768,477	2,499,031	-
Materials	11,425,633	10,243,737	1,181,896	-
Telecommunication Services	2,134,046	1,350,462	783,584	-
Money Market Funds	7,390,633	7,390,633	-	-
Total Investments in Securities:	$ 140,863,129	$ 117,673,435	$ 22,736,828	$ 452,866

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 6,728,596
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $6,269,040) - See accompanying schedule: Unaffiliated issuers (cost $111,377,894)	$ 133,472,496
Fidelity Central Funds (cost $7,390,633)	7,390,633
Total Investments (cost $118,768,527)		$ 140,863,129
Foreign currency held at value (cost $89,346)		89,530
Receivable for investments sold		1,040,572
Receivable for fund shares sold		128,701
Dividends receivable		532,198
Distributions receivable from Fidelity Central Funds		10,239
Prepaid expenses		93
Receivable from investment adviser for expense reductions		36,278
Other receivables		273,949
Total assets		142,974,689
Liabilities
Payable for investments purchased	$ 1,863,444
Payable for fund shares redeemed	104,929
Accrued management fee	99,673
Distribution and service plan fees payable	51,723
Other affiliated payables	36,496
Other payables and accrued expenses	90,510
Collateral on securities loaned, at value	6,553,403
Total liabilities		8,800,178
Net Assets		$ 134,174,511
Net Assets consist of:
Paid in capital		$ 207,702,844
Undistributed net investment income		158,564
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(95,709,668)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		22,022,771
Net Assets		$ 134,174,511

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price  Class A: Net Asset Value and redemption price per share ($47,015,785 ÷ 3,632,410 shares)		$ 12.94
Maximum offering price per share (100/94.25 of $12.94)		$ 13.73
Class T: Net Asset Value and redemption price per share ($58,599,006 ÷ 4,612,219 shares)		$ 12.71
Maximum offering price per share (100/96.50 of $12.71)		$ 13.17
Class B: Net Asset Value and offering price per share ($2,386,940 ÷ 202,240 shares)A		$ 11.80
Class C: Net Asset Value and offering price per share ($20,119,854 ÷ 1,711,067 shares)A		$ 11.76
Institutional Class: Net Asset Value, offering price and redemption price per share ($6,052,926 ÷ 439,396 shares)		$ 13.78

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

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

Semiannual Report

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 1,306,220
Income from Fidelity Central Funds		15,090
Income before foreign taxes withheld		1,321,310
Less foreign taxes withheld		(97,424)
Total income		1,223,886
Expenses
Management fee Basic fee	$ 448,340
Performance adjustment	138,931
Transfer agent fees	182,017
Distribution and service plan fees	303,412
Accounting and security lending fees	32,980
Custodian fees and expenses	66,749
Independent trustees' compensation	399
Registration fees	45,303
Audit	47,097
Legal	303
Miscellaneous	502
Total expenses before reductions	1,266,033
Expense reductions	(257,169)	1,008,864
Net investment income (loss)		215,022
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers (net of foreign taxes of $21,056)	9,394,167
Foreign currency transactions	(51,559)
Total net realized gain (loss)		9,342,608
Change in net unrealized appreciation (depreciation) on: Investment securities (net of decrease in deferred foreign taxes of $46,132)	8,899,823
Assets and liabilities in foreign currencies	8,595
Total change in net unrealized appreciation (depreciation)		8,908,418
Net gain (loss)		18,251,026
Net increase (decrease) in net assets resulting from operations		$ 18,466,048

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 215,022	$ 594,021
Net realized gain (loss)	9,342,608	3,274,540
Change in net unrealized appreciation (depreciation)	8,908,418	8,551,071
Net increase (decrease) in net assets resulting from operations	18,466,048	12,419,632
Distributions to shareholders from net investment income	(589,021)	(721,694)
Distributions to shareholders from net realized gain	-	(61,587)
Total distributions	(589,021)	(783,281)
Share transactions - net increase (decrease)	(3,565,531)	(20,248,751)
Redemption fees	440	1,999
Total increase (decrease) in net assets	14,311,936	(8,610,401)
Net Assets
Beginning of period	119,862,575	128,472,976
End of period (including undistributed net investment income of $158,564 and undistributed net investment income of $532,563, respectively)	$ 134,174,511	$ 119,862,575

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.25	$ 10.21	$ 10.85	$ 9.34	$ 6.39	$ 18.64
Income from Investment Operations
Net investment income (loss) E	.03	.08	.08 H	.06	.09	.11
Net realized and unrealized gain (loss)	1.75	1.05	(.53)	1.69	2.88	(8.42)
Total from investment operations	1.78	1.13	(.45)	1.75	2.97	(8.31)
Distributions from net investment income	(.09)	(.09)	(.08)	(.08)	(.02)	(.05)
Distributions from net realized gain	-	(.01)	(.12)	(.16)	-	(3.89)
Total distributions	(.09)	(.09) L	(.19) K	(.24)	(.02)	(3.94)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 12.94	$ 11.25	$ 10.21	$ 10.85	$ 9.34	$ 6.39
Total Return B,C,D	15.86%	11.19%	(4.25)%	18.98%	46.61%	(55.70)%
Ratios to Average Net Assets F,I
Expenses before reductions	1.78% A	1.78%	1.64%	1.45%	1.27%	1.42%
Expenses net of fee waivers, if any	1.45% A	1.45%	1.45%	1.45%	1.27%	1.42%
Expenses net of all reductions	1.36% A	1.41%	1.38%	1.27%	1.15%	1.25%
Net investment income (loss)	.57% A	.73%	.74% H	.66%	1.22%	.95%
Supplemental Data
Net assets, end of period (000 omitted)	$ 47,016	$ 40,624	$ 40,364	$ 49,058	$ 43,389	$ 35,517
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .49%. 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 reductions from 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. KTotal distributions of $.19 per share is comprised of distributions from net investment income of $.077 and distributions from net realized gain of $.116 per share. LTotal distributions of $.09 per share is comprised of distributions from net investment income of $.085 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.03	$ 10.00	$ 10.63	$ 9.16	$ 6.28	$ 18.38
Income from Investment Operations
Net investment income (loss) E	.02	.05	.05 H	.04	.07	.08
Net realized and unrealized gain (loss)	1.71	1.04	(.52)	1.65	2.82	(8.28)
Total from investment operations	1.73	1.09	(.47)	1.69	2.89	(8.20)
Distributions from net investment income	(.05)	(.06)	(.05)	(.06)	(.01)	(.01)
Distributions from net realized gain	-	(.01)	(.12)	(.16)	-	(3.89)
Total distributions	(.05)	(.06) L	(.16) K	(.22)	(.01)	(3.90)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 12.71	$ 11.03	$ 10.00	$ 10.63	$ 9.16	$ 6.28
Total Return B,C,D	15.73%	10.99%	(4.51)%	18.65%	46.23%	(55.79)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.00% A	2.03%	1.88%	1.69%	1.52%	1.65%
Expenses net of fee waivers, if any	1.70% A	1.70%	1.70%	1.69%	1.52%	1.65%
Expenses net of all reductions	1.61% A	1.66%	1.62%	1.51%	1.41%	1.48%
Net investment income (loss)	.32% A	.48%	.49% H	.42%	.96%	.71%
Supplemental Data
Net assets, end of period (000 omitted)	$ 58,599	$ 53,835	$ 59,914	$ 74,056	$ 78,005	$ 57,603
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the sales charges. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .24%. 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 reductions from 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. KTotal distributions of $.16 per share is comprised of distributions from net investment income of $.047 and distributions from net realized gain of $.116 per share. LTotal distributions of $.06 per share is comprised of distributions from net investment income of $.056 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.22	$ 9.26	$ 9.84	$ 8.51	$ 5.86	$ 17.36
Income from Investment Operations
Net investment income (loss) E	(.01)	- J	- H,J	(.01)	.03	.02
Net realized and unrealized gain (loss)	1.59	.96	(.48)	1.53	2.63	(7.75)
Total from investment operations	1.58	.96	(.48)	1.52	2.66	(7.73)
Distributions from net investment income	-	-	(.01)	(.03)	(.01)	-
Distributions from net realized gain	-	-	(.09)	(.16)	-	(3.77)
Total distributions	-	-	(.10)	(.19)	(.01)	(3.77)
Redemption fees added to paid in capital E,J	-	-	-	-	-	-
Net asset value, end of period	$ 11.80	$ 10.22	$ 9.26	$ 9.84	$ 8.51	$ 5.86
Total Return B,C,D	15.46%	10.37%	(4.99)%	18.03%	45.50%	(56.02)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.53% A	2.54%	2.39%	2.20%	2.02%	2.17%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.20%	2.02%	2.17%
Expenses net of all reductions	2.11% A	2.16%	2.13%	2.02%	1.90%	2.01%
Net investment income (loss)	(.19)% A	(.02)%	(.01)% H	(.09)%	.47%	.19%
Supplemental Data
Net assets, end of period (000 omitted)	$ 2,387	$ 2,745	$ 4,241	$ 8,737	$ 10,661	$ 10,356
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.26)%. 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 reductions from 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.

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.18	$ 9.23	$ 9.84	$ 8.51	$ 5.87	$ 17.42
Income from Investment Operations
Net investment income (loss) E	(.01)	- J	- H,J	(.01)	.03	.02
Net realized and unrealized gain (loss)	1.59	.96	(.49)	1.53	2.62	(7.75)
Total from investment operations	1.58	.96	(.49)	1.52	2.65	(7.73)
Distributions from net investment income	-	(.01)	(.01)	(.04)	(.01)	-
Distributions from net realized gain	-	(.01)	(.11)	(.16)	-	(3.82)
Total distributions	-	(.01) L	(.12)	(.19) K	(.01)	(3.82)
Redemption fees added to paid in capital E, J	-	-	-	-	-	-
Net asset value, end of period	$ 11.76	$ 10.18	$ 9.23	$ 9.84	$ 8.51	$ 5.87
Total Return B,C,D	15.52%	10.41%	(5.07)%	18.12%	45.26%	(55.95)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.53% A	2.53%	2.39%	2.20%	2.02%	2.16%
Expenses net of fee waivers, if any	2.20% A	2.20%	2.20%	2.20%	2.02%	2.16%
Expenses net of all reductions	2.11% A	2.16%	2.13%	2.02%	1.90%	2.00%
Net investment income (loss)	(.18)% A	(.02)%	(.01)% H	(.09)%	.47%	.20%
Supplemental Data
Net assets, end of period (000 omitted)	$ 20,120	$ 18,090	$ 19,619	$ 24,809	$ 24,575	$ 20,973
Portfolio turnover rate G	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DTotal returns do not include the effect of the contingent deferred sales charge. ECalculated based on average shares outstanding during the period. FFees and expenses of any 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. HInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.26)%. 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 reductions from 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. KTotal distributions of $.19 per share is comprised of distributions from net investment income of $.037 and distributions from net realized gain of $.155 per share. LTotal distributions of $.01 per share is comprised of distributions from net investment income of $.005 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 11.99	$ 10.87	$ 11.54	$ 9.91	$ 6.77	$ 19.49
Income from Investment Operations
Net investment income (loss) D	.05	.11	.12 G	.10	.11	.16
Net realized and unrealized gain (loss)	1.86	1.13	(.57)	1.78	3.05	(8.88)
Total from investment operations	1.91	1.24	(.45)	1.88	3.16	(8.72)
Distributions from net investment income	(.12)	(.12)	(.11)	(.09)	(.02)	(.11)
Distributions from net realized gain	-	(.01)	(.12)	(.16)	-	(3.89)
Total distributions	(.12)	(.12) K	(.22) J	(.25)	(.02)	(4.00)
Redemption fees added to paid in capital D,I	-	-	-	-	-	-
Net asset value, end of period	$ 13.78	$ 11.99	$ 10.87	$ 11.54	$ 9.91	$ 6.77
Total Return B,C	16.02%	11.56%	(4.01)%	19.22%	46.85%	(55.51)%
Ratios to Average Net Assets E,H
Expenses before reductions	1.44% A	1.48%	1.35%	1.19%	1.00%	1.12%
Expenses net of fee waivers, if any	1.20% A	1.20%	1.20%	1.19%	1.00%	1.12%
Expenses net of all reductions	1.11% A	1.16%	1.12%	1.01%	.89%	.95%
Net investment income (loss)	.82% A	.98%	1.00% G	.93%	1.48%	1.24%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,053	$ 4,568	$ 4,335	$ 4,345	$ 3,292	$ 3,620
Portfolio turnover rate F	133% A	142%	254%	490%	414%	394%
AAnnualized BTotal returns for periods of less than one year are not annualized. CTotal returns would have been lower if certain expenses had not been reduced during the applicable periods shown. DCalculated based on average shares outstanding during the period. EFees and expenses of any 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. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GInvestment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .74%. 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 reductions from 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. JTotal distributions of $.22 per share is comprised of distributions from net investment income of $.107 and distributions from net realized gain of $.116 per share. KTotal distributions of $.12 per share is comprised of distributions from net investment income of $.115 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® International Capital Appreciation Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. . Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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. The Fund is subject to a tax imposed on capital gains by certain countries in which it invests. An estimated deferred tax liability for net unrealized appreciation on the applicable securities is included in Other payables and accrued expenses on the Statement of Assets & Liabilities.

Distributions are declared and 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 GAAP.

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), equity-debt classifications, capital loss carryforwards and losses deferred due to wash sales.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation	$ 22,346,412
Gross unrealized depreciation	(887,303)
Net unrealized appreciation (depreciation) on securities and other investments	$ 21,459,109
Tax cost	$ 119,404,020

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (80,031,657)
2017	(23,967,872)
Total capital loss carryforward	$ (103,999,529)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $84,314,388 and $88,397,890, respectively.

Semiannual Report

5. 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .92% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 55,034	$ 1,154
Class T	.25%	.25%	140,400	1,734
Class B	.75%	.25%	13,077	9,898
Class C	.75%	.25%	94,901	5,364
			$ 303,412	$ 18,150

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

	Retained by FDC
Class A	$ 6,174
Class T	2,188
Class B*	1,630
Class C*	557
	$ 10,549

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

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

	Amount	% of Average Net Assets*
Class A	$ 66,270	.30
Class T	77,540	.28
Class B	3,977	.30
Class C	28,545	.30
Institutional Class	5,685	.21
	$ 182,017

* Annualized

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 each 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.

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $667 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $164 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $14,716, including $17 from securities loaned to FCM.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.45%	$ 72,613
Class T	1.70%	85,499
Class B	2.20%	4,337
Class C	2.20%	31,280
Institutional Class	1.20%	6,487
		$ 200,216

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 $56,953 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 304,584	$ 338,785
Class T	238,717	327,446
Class C	-	10,467
Institutional Class	45,720	44,996
Total	$ 589,021	$ 721,694
From net realized gain
Class A	$ -	$ 19,929
Class T	-	29,236
Class C	-	10,466
Institutional Class	-	1,956
Total	$ -	$ 61,587

Semiannual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	368,073	501,429	$ 4,484,451	$ 5,286,360
Reinvestment of distributions	23,725	32,796	277,180	324,358
Shares redeemed	(370,348)	(878,467)	(4,488,879)	(9,235,475)
Net increase (decrease)	21,450	(344,242)	$ 272,752	$ (3,624,757)
Class T
Shares sold	255,905	474,830	$ 3,071,708	$ 4,927,589
Reinvestment of distributions	20,410	35,814	234,026	347,751
Shares redeemed	(547,067)	(1,620,420)	(6,477,419)	(16,560,666)
Net increase (decrease)	(270,752)	(1,109,776)	$ (3,171,685)	$ (11,285,326)
Class B
Shares sold	5,473	5,681	$ 60,916	$ 54,950
Shares redeemed	(71,785)	(195,242)	(797,289)	(1,882,798)
Net increase (decrease)	(66,312)	(189,561)	$ (736,373)	$ (1,827,848)
Class C
Shares sold	125,175	139,534	$ 1,406,769	$ 1,345,653
Reinvestment of distributions	-	2,090	-	18,836
Shares redeemed	(190,308)	(489,947)	(2,091,632)	(4,705,575)
Net increase (decrease)	(65,133)	(348,323)	$ (684,863)	$ (3,341,086)
Institutional Class
Shares sold	104,718	98,729	$ 1,351,229	$ 1,120,551
Reinvestment of distributions	3,069	3,641	38,142	38,267
Shares redeemed	(49,508)	(120,081)	(634,733)	(1,328,552)
Net increase (decrease)	58,279	(17,711)	$ 754,638	$ (169,734)

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.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

AICAPI-USAN-0613
1.784891.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Value Leaders

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.25%
Actual		$ 1,000.00	$ 1,154.90	$ 6.68
Hypothetical A		$ 1,000.00	$ 1,018.60	$ 6.26
Class T	1.50%
Actual		$ 1,000.00	$ 1,154.60	$ 8.01
Hypothetical A		$ 1,000.00	$ 1,017.36	$ 7.50
Class B	2.00%
Actual		$ 1,000.00	$ 1,151.00	$ 10.67
Hypothetical A		$ 1,000.00	$ 1,014.88	$ 9.99
Class C	2.00%
Actual		$ 1,000.00	$ 1,151.00	$ 10.67
Hypothetical A		$ 1,000.00	$ 1,014.88	$ 9.99
Institutional Class	.93%
Actual		$ 1,000.00	$ 1,157.60	$ 4.98
Hypothetical A		$ 1,000.00	$ 1,020.18	$ 4.66

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Pfizer, Inc.	5.0	4.0
General Electric Co.	4.5	4.0
Exxon Mobil Corp.	4.4	4.5
Merck & Co., Inc.	4.0	3.2
Citigroup, Inc.	3.5	3.2
Chevron Corp.	3.3	2.9
Occidental Petroleum Corp.	2.6	1.2
Anadarko Petroleum Corp.	2.5	2.3
Yahoo!, Inc.	2.5	0.0
JPMorgan Chase & Co.	2.4	1.6
	34.7
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	25.2	24.5
Energy	16.5	17.1
Information Technology	12.8	8.4
Health Care	11.9	12.9
Consumer Staples	7.8	7.7

Asset Allocation (% of fund's net assets)
As of April 30, 2013*			As of October 31, 2012**
	Stocks 94.5%			Stocks and Equity Futures 95.5%
	Short-Term Investments and Net Other Assets (Liabilities) 5.5%			Short-Term Investments and Net Other Assets (Liabilities) 4.5%
* Foreign investments		1.9%	** Foreign investments		9.3%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.5%
	Shares		Value
CONSUMER DISCRETIONARY - 5.8%
Automobiles - 0.6%
Ford Motor Co.	12,254		$ 168,002
Diversified Consumer Services - 2.4%
Apollo Group, Inc. Class A (non-vtg.) (a)	25,069		460,518
DeVry, Inc.	6,567		183,942
			644,460
Media - 2.2%
DISH Network Corp. Class A	3,212		125,878
Washington Post Co. Class B	1,068		473,487
			599,365
Multiline Retail - 0.6%
J.C. Penney Co., Inc. (d)	9,771		160,440
TOTAL CONSUMER DISCRETIONARY			1,572,267
CONSUMER STAPLES - 7.8%
Beverages - 0.3%
PepsiCo, Inc.	900		74,223
Food & Staples Retailing - 2.6%
CVS Caremark Corp.	5,390		313,590
Wal-Mart Stores, Inc.	4,846		376,631
			690,221
Food Products - 3.1%
Kraft Foods Group, Inc.	7,806		401,931
Mondelez International, Inc.	12,095		380,388
Pinnacle Foods, Inc.	2,900		69,223
			851,542
Household Products - 1.8%
Procter & Gamble Co.	6,293		483,114
TOTAL CONSUMER STAPLES			2,099,100
ENERGY - 16.5%
Energy Equipment & Services - 3.1%
Cameron International Corp. (a)	3,223		198,376
Halliburton Co.	14,829		634,236
			832,612
Oil, Gas & Consumable Fuels - 13.4%
Anadarko Petroleum Corp.	7,978		676,215
Apache Corp.	1,400		103,432
Common Stocks - continued
	Shares		Value
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Chevron Corp.	7,215		$ 880,302
Exxon Mobil Corp.	13,405		1,192,911
Occidental Petroleum Corp.	7,937		708,457
Phillips 66	1,142		69,605
			3,630,922
TOTAL ENERGY			4,463,534
FINANCIALS - 25.2%
Capital Markets - 3.9%
Bank of New York Mellon Corp.	6,700		189,074
E*TRADE Financial Corp. (a)	34,968		359,821
Goldman Sachs Group, Inc.	983		143,587
Raymond James Financial, Inc.	1,761		72,941
State Street Corp.	4,932		288,374
			1,053,797
Commercial Banks - 7.0%
Comerica, Inc.	1,700		61,625
Fifth Third Bancorp	21,405		364,527
KeyCorp	55,528		553,614
PNC Financial Services Group, Inc.	800		54,304
U.S. Bancorp	5,071		168,763
Wells Fargo & Co.	13,926		528,909
Zions Bancorporation	6,198		152,595
			1,884,337
Consumer Finance - 1.6%
Capital One Financial Corp.	7,500		433,350
Diversified Financial Services - 7.3%
Bank of America Corp.	30,655		377,363
Citigroup, Inc.	20,091		937,446
JPMorgan Chase & Co.	13,425		657,959
			1,972,768
Insurance - 4.8%
Allstate Corp.	3,840		189,158
American International Group, Inc. (a)	3,964		164,189
Assurant, Inc.	2,967		141,051
MetLife, Inc.	1,888		73,613
RenaissanceRe Holdings Ltd.	2,819		264,676
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Insurance - continued
The Chubb Corp.	2,585		$ 227,661
XL Group PLC Class A	7,831		243,857
			1,304,205
Real Estate Investment Trusts - 0.3%
Weyerhaeuser Co.	2,389		72,888
Thrifts & Mortgage Finance - 0.3%
Radian Group, Inc.	5,749		68,701
TOTAL FINANCIALS			6,790,046
HEALTH CARE - 11.9%
Health Care Providers & Services - 0.6%
HCA Holdings, Inc.	4,192		167,219
Pharmaceuticals - 11.3%
Eli Lilly & Co.	627		34,723
Johnson & Johnson	1,694		144,380
Merck & Co., Inc.	22,874		1,075,078
Pfizer, Inc.	46,301		1,345,969
Zoetis, Inc. Class A	13,800		455,676
			3,055,826
TOTAL HEALTH CARE			3,223,045
INDUSTRIALS - 7.3%
Aerospace & Defense - 2.1%
Textron, Inc.	22,442		577,882
Construction & Engineering - 0.7%
Jacobs Engineering Group, Inc. (a)	3,788		191,218
Industrial Conglomerates - 4.5%
General Electric Co.	54,147		1,206,937
TOTAL INDUSTRIALS			1,976,037
INFORMATION TECHNOLOGY - 12.8%
Communications Equipment - 0.9%
Cisco Systems, Inc.	11,764		246,103
Computers & Peripherals - 0.8%
Hewlett-Packard Co.	11,057		227,774
Internet Software & Services - 2.5%
Yahoo!, Inc. (a)	27,090		669,936
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
Office Electronics - 1.6%
Xerox Corp.	49,976		$ 428,794
Semiconductors & Semiconductor Equipment - 1.2%
Intel Corp.	3,262		78,125
Micron Technology, Inc. (a)	25,990		244,826
			322,951
Software - 5.8%
Activision Blizzard, Inc.	23,632		353,298
Comverse, Inc.	9,935		263,576
Microsoft Corp.	3,210		106,251
Symantec Corp. (a)	19,891		483,351
Verint Systems, Inc. (a)	11,054		365,224
			1,571,700
TOTAL INFORMATION TECHNOLOGY			3,467,258
MATERIALS - 4.9%
Chemicals - 1.1%
The Dow Chemical Co.	8,641		293,016
Containers & Packaging - 0.6%
Crown Holdings, Inc. (a)	3,675		156,849
Metals & Mining - 2.3%
Freeport-McMoRan Copper & Gold, Inc.	3,749		114,082
Newmont Mining Corp.	15,612		505,829
			619,911
Paper & Forest Products - 0.9%
International Paper Co.	5,486		257,732
TOTAL MATERIALS			1,327,508
TELECOMMUNICATION SERVICES - 1.9%
Diversified Telecommunication Services - 0.4%
tw telecom, inc. (a)	3,536		95,755
Wireless Telecommunication Services - 1.5%
Sprint Nextel Corp. (a)	58,950		415,598
TOTAL TELECOMMUNICATION SERVICES			511,353
Common Stocks - continued
	Shares		Value
UTILITIES - 0.4%
Multi-Utilities - 0.4%
Sempra Energy	1,172		$ 97,100
TOTAL COMMON STOCKS (Cost $24,059,354)		25,527,248

U.S. Treasury Obligations - 0.1%
	Principal Amount
U.S. Treasury Bills, yield at date of purchase 0.07% 5/30/13 (Cost $29,998)	$ 30,000	29,999

Money Market Funds - 5.4%
	Shares
Fidelity Cash Central Fund, 0.13% (b)	1,336,744		1,336,744
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	102,968		102,968
TOTAL MONEY MARKET FUNDS (Cost $1,439,712)		1,439,712
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $25,529,064)			26,996,959
NET OTHER ASSETS (LIABILITIES) - 0.0%			10,573
NET ASSETS - 100%		$ 27,007,532

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 830
Fidelity Securities Lending Cash Central Fund	6,707
Total	$ 7,537

Other Information

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 1,572,267	$ 1,572,267	$ -	$ -
Consumer Staples	2,099,100	2,099,100	-	-
Energy	4,463,534	4,463,534	-	-
Financials	6,790,046	6,790,046	-	-
Health Care	3,223,045	3,223,045	-	-
Industrials	1,976,037	1,976,037	-	-
Information Technology	3,467,258	3,467,258	-	-
Materials	1,327,508	1,327,508	-	-
Telecommunication Services	511,353	511,353	-	-
Utilities	97,100	97,100	-	-
U.S. Government and Government Agency Obligations	29,999	-	29,999	-
Money Market Funds	1,439,712	1,439,712	-	-
Total Investments in Securities:	$ 26,996,959	$ 26,966,960	$ 29,999	$ -

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $95,252) - See accompanying schedule: Unaffiliated issuers (cost $24,089,352)	$ 25,557,247
Fidelity Central Funds (cost $1,439,712)	1,439,712
Total Investments (cost $25,529,064)		$ 26,996,959
Receivable for investments sold		308,213
Receivable for fund shares sold		122,727
Dividends receivable		16,026
Distributions receivable from Fidelity Central Funds		390
Prepaid expenses		19
Receivable from investment adviser for expense reductions		1,947
Other receivables		1,666
Total assets		27,447,947
Liabilities
Payable for investments purchased	$ 246,181
Payable for fund shares redeemed	39,729
Accrued management fee	6,601
Distribution and service plan fees payable	9,513
Other affiliated payables	7,572
Other payables and accrued expenses	27,851
Collateral on securities loaned, at value	102,968
Total liabilities		440,415
Net Assets		$ 27,007,532
Net Assets consist of:
Paid in capital		$ 59,253,656
Distributions in excess of net investment income		(113,673)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(33,600,274)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		1,467,823
Net Assets		$ 27,007,532

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($14,897,043 ÷ 1,214,084 shares)		$ 12.27
Maximum offering price per share (100/94.25 of $12.27)		$ 13.02
Class T: Net Asset Value and redemption price per share ($6,362,026 ÷ 516,944 shares)		$ 12.31
Maximum offering price per share (100/96.50 of $12.31)		$ 12.76
Class B: Net Asset Value and offering price per share ($774,840 ÷ 63,495 shares)A		$ 12.20
Class C: Net Asset Value and offering price per share ($3,716,255 ÷ 308,166 shares)A		$ 12.06
Institutional Class: Net Asset Value, offering price and redemption price per share ($1,257,368 ÷ 101,980 shares)		$ 12.33

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 286,100
Interest		5
Income from Fidelity Central Funds		7,537
Total income		293,642
Expenses
Management fee Basic fee	$ 73,394
Performance adjustment	(37,603)
Transfer agent fees	39,350
Distribution and service plan fees	55,876
Accounting and security lending fees	5,136
Custodian fees and expenses	8,315
Independent trustees' compensation	84
Registration fees	26,754
Audit	27,353
Legal	83
Miscellaneous	107
Total expenses before reductions	198,849
Expense reductions	(17,925)	180,924
Net investment income (loss)		112,718
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	1,376,460
Foreign currency transactions	(1,484)
Futures contracts	(11,965)
Total net realized gain (loss)		1,363,011
Change in net unrealized appreciation (depreciation) on: Investment securities	2,292,877
Assets and liabilities in foreign currencies	(23)
Futures contracts	1,484
Total change in net unrealized appreciation (depreciation)		2,294,338
Net gain (loss)		3,657,349
Net increase (decrease) in net assets resulting from operations		$ 3,770,067

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 112,718	$ 298,627
Net realized gain (loss)	1,363,011	(41,874)
Change in net unrealized appreciation (depreciation)	2,294,338	2,306,061
Net increase (decrease) in net assets resulting from operations	3,770,067	2,562,814
Distributions to shareholders from net investment income	(419,258)	(279,421)
Distributions to shareholders from net realized gain	-	(11,550)
Total distributions	(419,258)	(290,971)
Share transactions - net increase (decrease)	(2,582,802)	(5,178,957)
Total increase (decrease) in net assets	768,007	(2,907,114)
Net Assets
Beginning of period	26,239,525	29,146,639
End of period (including distributions in excess of net investment income of $113,673 and undistributed net investment income of $192,867, respectively)	$ 27,007,532	$ 26,239,525

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.82	$ 9.96	$ 10.12	$ 9.30	$ 8.63	$ 16.40
Income from Investment Operations
Net investment income (loss) E	.06	.13	.10	.07 H	.09	.16
Net realized and unrealized gain (loss)	1.59	.85	(.14)	.85	.75	(7.09)
Total from investment operations	1.65	.98	(.04)	.92	.84	(6.93)
Distributions from net investment income	(.20)	(.12)	(.11)	(.09)	(.17)	(.12)
Distributions from net realized gain	-	- J	(.01)	(.01)	-	(.72)
Total distributions	(.20)	(.12)	(.12)	(.10)	(.17)	(.84) K
Net asset value, end of period	$ 12.27	$ 10.82	$ 9.96	$ 10.12	$ 9.30	$ 8.63
Total Return B,C,D	15.49%	10.00%	(.40)%	9.91%	10.13%	(44.43)%
Ratios to Average Net Assets F,I
Expenses before reductions	1.34% A	1.28%	1.24%	1.22%	1.25%	1.26%
Expenses net of fee waivers, if any	1.25% A	1.25%	1.24%	1.22%	1.25%	1.25%
Expenses net of all reductions	1.20% A	1.24%	1.23%	1.21%	1.25%	1.25%
Net investment income (loss)	1.02% A	1.26%	.91%	.75% H	1.10%	1.21%
Supplemental Data
Net assets, end of period (000 omitted)	$ 14,897	$ 14,705	$ 15,484	$ 25,431	$ 28,585	$ 34,864
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .57%.

^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 reductions from 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 Total distributions of $.839 per share is comprised of distributions from net investment income of $.117 and distributions from net realized gain of $.722 per share.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.82	$ 9.96	$ 10.08	$ 9.27	$ 8.58	$ 16.30
Income from Investment Operations
Net investment income (loss) E	.04	.10	.07	.05 H	.07	.13
Net realized and unrealized gain (loss)	1.61	.85	(.13)	.84	.75	(7.06)
Total from investment operations	1.65	.95	(.06)	.89	.82	(6.93)
Distributions from net investment income	(.16)	(.09)	(.05)	(.07)	(.13)	(.07)
Distributions from net realized gain	-	- J	(.01)	(.01)	-	(.72)
Total distributions	(.16)	(.09)	(.06)	(.08)	(.13)	(.79) K
Net asset value, end of period	$ 12.31	$ 10.82	$ 9.96	$ 10.08	$ 9.27	$ 8.58
Total Return B,C,D	15.46%	9.68%	(.64)%	9.62%	9.90%	(44.57)%
Ratios to Average Net Assets F,I
Expenses before reductions	1.60% A	1.55%	1.49%	1.45%	1.50%	1.49%
Expenses net of fee waivers, if any	1.50% A	1.50%	1.49%	1.45%	1.50%	1.49%
Expenses net of all reductions	1.45% A	1.49%	1.48%	1.45%	1.49%	1.49%
Net investment income (loss)	.77% A	1.01%	.67%	.52% H	.85%	.97%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,362	$ 6,145	$ 8,254	$ 12,735	$ 20,652	$ 22,720
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .33%.

^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 reductions from 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 Total distributions of $.790 per share is comprised of distributions from net investment income of $.068 and distributions from net realized gain of $.722 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.70	$ 9.84	$ 9.99	$ 9.18	$ 8.47	$ 16.07
Income from Investment Operations
Net investment income (loss) E	.02	.05	.02	- H,J	.03	.06
Net realized and unrealized gain (loss)	1.58	.85	(.13)	.84	.74	(6.96)
Total from investment operations	1.60	.90	(.11)	.84	.77	(6.90)
Distributions from net investment income	(.10)	(.03)	(.03)	(.02)	(.06)	-
Distributions from net realized gain	-	- J	(.01)	(.01)	-	(.70)
Total distributions	(.10)	(.04) L	(.04)	(.03)	(.06)	(.70) K
Net asset value, end of period	$ 12.20	$ 10.70	$ 9.84	$ 9.99	$ 9.18	$ 8.47
Total Return B,C,D	15.10%	9.14%	(1.14)%	9.11%	9.19%	(44.80)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.10% A	2.04%	1.99%	1.97%	2.00%	2.03%
Expenses net of fee waivers, if any	2.00% A	2.00%	1.99%	1.97%	2.00%	2.00%
Expenses net of all reductions	1.95% A	1.99%	1.98%	1.97%	2.00%	2.00%
Net investment income (loss)	.27% A	.51%	.16%	(.01)% H	.35%	.45%
Supplemental Data
Net assets, end of period (000 omitted)	$ 775	$ 895	$ 1,110	$ 1,605	$ 1,989	$ 2,615
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

^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 reductions from 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 Total distributions of $.698 per share is comprised of distributions from net investment income of $.000 and distributions from net realized gain of $.698 per share.

^L Total distributions of $.04 per share is comprised of distributions from net investment income of $.031 and distributions from net realized gain of $.004 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.59	$ 9.75	$ 9.92	$ 9.11	$ 8.44	$ 16.04
Income from Investment Operations
Net investment income (loss) E	.02	.05	.02	- I,K	.03	.06
Net realized and unrealized gain (loss)	1.56	.84	(.13)	.83	.73	(6.95)
Total from investment operations	1.58	.89	(.11)	.83	.76	(6.89)
Distributions from net investment income	(.11)	(.05)	(.05)	(.02)	(.09)	-
Distributions from net realized gain	-	- K	(.01)	(.01)	-	(.71)
Total distributions	(.11)	(.05)	(.06)	(.02) M	(.09)	(.71) L
Net asset value, end of period	$ 12.06	$ 10.59	$ 9.75	$ 9.92	$ 9.11	$ 8.44
Total Return B,C,D	15.10%	9.21%	(1.18)%	9.12%	9.28%	(44.84)%
Ratios to Average Net Assets F,J
Expenses before reductions	2.09% A	2.04%	2.00%	1.97%	2.01%	2.03%
Expenses net of fee waivers, if any	2.00% A	2.00%	2.00%	1.97%	2.00%	2.00%
Expenses net of all reductions	1.95% A	1.99%	1.98%	1.97%	2.00%	2.00%
Net investment income (loss)	.27% A	.51%	.16%	-% H,I	.35%	.45%
Supplemental Data
Net assets, end of period (000 omitted)	$ 3,716	$ 3,299	$ 3,775	$ 4,139	$ 4,088	$ 5,358
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 Amount represents less than .01%.

^I Investment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

^J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from 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.

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

^L Total distributions of $.712 per share is comprised of distributions from net investment income of $.000 and distributions from net realized gain of $.712 per share.

^M Total distributions of $.02 per share is comprised of distributions from net investment income of $.015 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.89	$ 10.04	$ 10.19	$ 9.35	$ 8.70	$ 16.51
Income from Investment Operations
Net investment income (loss) D	.08	.18	.14	.10 G	.11	.20
Net realized and unrealized gain (loss)	1.60	.83	(.15)	.86	.74	(7.13)
Total from investment operations	1.68	1.01	(.01)	.96	.85	(6.93)
Distributions from net investment income	(.24)	(.16)	(.13)	(.11)	(.20)	(.15)
Distributions from net realized gain	-	- I	(.01)	(.01)	-	(.72)
Total distributions	(.24)	(.16)	(.14)	(.12)	(.20)	(.88) J
Net asset value, end of period	$ 12.33	$ 10.89	$ 10.04	$ 10.19	$ 9.35	$ 8.70
Total Return B,C	15.76%	10.30%	(.11)%	10.28%	10.26%	(44.24)%
Ratios to Average Net Assets E,H
Expenses before reductions	.93% A	.83%	.89%	.98%	1.00%	.98%
Expenses net of fee waivers, if any	.93% A	.83%	.89%	.98%	1.00%	.98%
Expenses net of all reductions	.88% A	.82%	.88%	.97%	1.00%	.97%
Net investment income (loss)	1.34% A	1.68%	1.27%	.99% G	1.35%	1.48%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,257	$ 1,195	$ 523	$ 841	$ 2,341	$ 2,021
Portfolio turnover rate F	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

^G Investment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .81%.

^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 reductions from 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.

^J Total distributions of $.876 per share is comprised of distributions from net investment income of $.154 and distributions from net realized gain of $.722 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Value Leaders Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. When independent prices

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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 futures contracts, foreign currency transactions, partnerships, capital loss carryforwards and losses deferred due to wash sales.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation	$ 3,011,689
Gross unrealized depreciation	(2,064,705)
Net unrealized appreciation (depreciation) on securities and other investments	$ 946,984
Tax cost	$ 26,049,975

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (19,194,348)
2017	(14,819,668)
2019	(169,201)
Total with expiration	(34,183,217)
No expiration
Short-term	(210,874)
Long-term	(29,961)
Total no expiration	(240,835)
Total capital loss carryforward	$ (34,424,052)

New Accounting Pronouncement. The Financial Accounting Standards Board issued in December 2011, Accounting Standard Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities, and in January 2013, Accounting Standards Update No. 2013-1 Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. These updates create new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of Assets and Liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Management is currently evaluating the impact of the update's adoption on the Fund's financial statement disclosures.

Semiannual Report

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts is mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Derivative Instruments - continued

Futures Contracts - continued

daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period the Fund recognized net realized gain (loss) of $(11,965) and a change in net unrealized appreciation (depreciation) of $1,484 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $12,493,893 and $15,269,457, 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Institutional Class of the Fund as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .27% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 18,299	$ 229
Class T	.25%	.25%	15,452	173
Class B	.75%	.25%	4,161	3,121
Class C	.75%	.25%	17,964	1,694
			$ 55,876	$ 5,217

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 4,789
Class T	526
Class B*	362
Class C*	154
	$ 5,831

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

respective classes of the Fund. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 22,100	.30
Class T	9,574	.31
Class B	1,261	.30
Class C	5,467	.30
Institutional Class	948	.16
	$ 39,350

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1,011 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $34 and is reflected in Miscellaneous expenses 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 through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a

Semiannual Report

8. Security Lending - continued

broker-dealer affiliated with the Fund. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,707, including $855 from securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.25%	$ 6,296
Class T	1.50%	3,014
Class B	2.00%	394
Class C	2.00%	1,542
		$ 11,246

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 $6,676 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Expense Reductions - continued

uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody by $3.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 265,618	$ 180,927
Class T	87,579	68,454
Class B	8,055	3,401
Class C	34,963	18,732
Institutional Class	23,043	7,907
Total	$ 419,258	$ 279,421
From net realized gain
Class A	$ -	$ 6,239
Class T	-	3,111
Class B	-	439
Class C	-	1,561
Institutional Class	-	200
Total	$ -	$ 11,550

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	93,121	281,767	$ 1,080,073	$ 2,860,417
Reinvestment of distributions	23,948	18,760	256,986	179,532
Shares redeemed	(262,578)	(496,141)	(2,982,094)	(5,059,962)
Net increase (decrease)	(145,509)	(195,614)	$ (1,645,035)	$ (2,020,013)
Class T
Shares sold	20,966	48,701	$ 239,376	$ 501,218
Reinvestment of distributions	7,985	7,282	86,093	69,834
Shares redeemed	(79,744)	(317,050)	(903,876)	(3,256,292)
Net increase (decrease)	(50,793)	(261,067)	$ (578,407)	$ (2,685,240)

Semiannual Report

11. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class B
Shares sold	234	26	$ 2,447	$ 248
Reinvestment of distributions	676	355	7,246	3,383
Shares redeemed	(21,018)	(29,605)	(237,069)	(301,504)
Net increase (decrease)	(20,108)	(29,224)	$ (227,376)	$ (297,873)
Class C
Shares sold	40,943	47,718	$ 464,703	$ 476,581
Reinvestment of distributions	3,063	1,986	32,411	18,732
Shares redeemed	(47,426)	(125,244)	(547,332)	(1,268,866)
Net increase (decrease)	(3,420)	(75,540)	$ (50,218)	$ (773,553)
Institutional Class
Shares sold	14,333	90,752	$ 166,714	$ 942,038
Reinvestment of distributions	2,131	750	22,951	7,203
Shares redeemed	(24,187)	(33,948)	(271,431)	(351,519)
Net increase (decrease)	(7,723)	57,554	$ (81,766)	$ 597,722

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Company

Boston, MA

(Fidelity Investment logo)(registered trademark)

AVLF-USAN-0613
1.800655.109

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Value Leaders

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.25%
Actual		$ 1,000.00	$ 1,154.90	$ 6.68
Hypothetical A		$ 1,000.00	$ 1,018.60	$ 6.26
Class T	1.50%
Actual		$ 1,000.00	$ 1,154.60	$ 8.01
Hypothetical A		$ 1,000.00	$ 1,017.36	$ 7.50
Class B	2.00%
Actual		$ 1,000.00	$ 1,151.00	$ 10.67
Hypothetical A		$ 1,000.00	$ 1,014.88	$ 9.99
Class C	2.00%
Actual		$ 1,000.00	$ 1,151.00	$ 10.67
Hypothetical A		$ 1,000.00	$ 1,014.88	$ 9.99
Institutional Class	.93%
Actual		$ 1,000.00	$ 1,157.60	$ 4.98
Hypothetical A		$ 1,000.00	$ 1,020.18	$ 4.66

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Ten Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Pfizer, Inc.	5.0	4.0
General Electric Co.	4.5	4.0
Exxon Mobil Corp.	4.4	4.5
Merck & Co., Inc.	4.0	3.2
Citigroup, Inc.	3.5	3.2
Chevron Corp.	3.3	2.9
Occidental Petroleum Corp.	2.6	1.2
Anadarko Petroleum Corp.	2.5	2.3
Yahoo!, Inc.	2.5	0.0
JPMorgan Chase & Co.	2.4	1.6
	34.7
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	25.2	24.5
Energy	16.5	17.1
Information Technology	12.8	8.4
Health Care	11.9	12.9
Consumer Staples	7.8	7.7

Asset Allocation (% of fund's net assets)
As of April 30, 2013*			As of October 31, 2012**
	Stocks 94.5%			Stocks and Equity Futures 95.5%
	Short-Term Investments and Net Other Assets (Liabilities) 5.5%			Short-Term Investments and Net Other Assets (Liabilities) 4.5%
* Foreign investments		1.9%	** Foreign investments		9.3%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.5%
	Shares		Value
CONSUMER DISCRETIONARY - 5.8%
Automobiles - 0.6%
Ford Motor Co.	12,254		$ 168,002
Diversified Consumer Services - 2.4%
Apollo Group, Inc. Class A (non-vtg.) (a)	25,069		460,518
DeVry, Inc.	6,567		183,942
			644,460
Media - 2.2%
DISH Network Corp. Class A	3,212		125,878
Washington Post Co. Class B	1,068		473,487
			599,365
Multiline Retail - 0.6%
J.C. Penney Co., Inc. (d)	9,771		160,440
TOTAL CONSUMER DISCRETIONARY			1,572,267
CONSUMER STAPLES - 7.8%
Beverages - 0.3%
PepsiCo, Inc.	900		74,223
Food & Staples Retailing - 2.6%
CVS Caremark Corp.	5,390		313,590
Wal-Mart Stores, Inc.	4,846		376,631
			690,221
Food Products - 3.1%
Kraft Foods Group, Inc.	7,806		401,931
Mondelez International, Inc.	12,095		380,388
Pinnacle Foods, Inc.	2,900		69,223
			851,542
Household Products - 1.8%
Procter & Gamble Co.	6,293		483,114
TOTAL CONSUMER STAPLES			2,099,100
ENERGY - 16.5%
Energy Equipment & Services - 3.1%
Cameron International Corp. (a)	3,223		198,376
Halliburton Co.	14,829		634,236
			832,612
Oil, Gas & Consumable Fuels - 13.4%
Anadarko Petroleum Corp.	7,978		676,215
Apache Corp.	1,400		103,432
Common Stocks - continued
	Shares		Value
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Chevron Corp.	7,215		$ 880,302
Exxon Mobil Corp.	13,405		1,192,911
Occidental Petroleum Corp.	7,937		708,457
Phillips 66	1,142		69,605
			3,630,922
TOTAL ENERGY			4,463,534
FINANCIALS - 25.2%
Capital Markets - 3.9%
Bank of New York Mellon Corp.	6,700		189,074
E*TRADE Financial Corp. (a)	34,968		359,821
Goldman Sachs Group, Inc.	983		143,587
Raymond James Financial, Inc.	1,761		72,941
State Street Corp.	4,932		288,374
			1,053,797
Commercial Banks - 7.0%
Comerica, Inc.	1,700		61,625
Fifth Third Bancorp	21,405		364,527
KeyCorp	55,528		553,614
PNC Financial Services Group, Inc.	800		54,304
U.S. Bancorp	5,071		168,763
Wells Fargo & Co.	13,926		528,909
Zions Bancorporation	6,198		152,595
			1,884,337
Consumer Finance - 1.6%
Capital One Financial Corp.	7,500		433,350
Diversified Financial Services - 7.3%
Bank of America Corp.	30,655		377,363
Citigroup, Inc.	20,091		937,446
JPMorgan Chase & Co.	13,425		657,959
			1,972,768
Insurance - 4.8%
Allstate Corp.	3,840		189,158
American International Group, Inc. (a)	3,964		164,189
Assurant, Inc.	2,967		141,051
MetLife, Inc.	1,888		73,613
RenaissanceRe Holdings Ltd.	2,819		264,676
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Insurance - continued
The Chubb Corp.	2,585		$ 227,661
XL Group PLC Class A	7,831		243,857
			1,304,205
Real Estate Investment Trusts - 0.3%
Weyerhaeuser Co.	2,389		72,888
Thrifts & Mortgage Finance - 0.3%
Radian Group, Inc.	5,749		68,701
TOTAL FINANCIALS			6,790,046
HEALTH CARE - 11.9%
Health Care Providers & Services - 0.6%
HCA Holdings, Inc.	4,192		167,219
Pharmaceuticals - 11.3%
Eli Lilly & Co.	627		34,723
Johnson & Johnson	1,694		144,380
Merck & Co., Inc.	22,874		1,075,078
Pfizer, Inc.	46,301		1,345,969
Zoetis, Inc. Class A	13,800		455,676
			3,055,826
TOTAL HEALTH CARE			3,223,045
INDUSTRIALS - 7.3%
Aerospace & Defense - 2.1%
Textron, Inc.	22,442		577,882
Construction & Engineering - 0.7%
Jacobs Engineering Group, Inc. (a)	3,788		191,218
Industrial Conglomerates - 4.5%
General Electric Co.	54,147		1,206,937
TOTAL INDUSTRIALS			1,976,037
INFORMATION TECHNOLOGY - 12.8%
Communications Equipment - 0.9%
Cisco Systems, Inc.	11,764		246,103
Computers & Peripherals - 0.8%
Hewlett-Packard Co.	11,057		227,774
Internet Software & Services - 2.5%
Yahoo!, Inc. (a)	27,090		669,936
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
Office Electronics - 1.6%
Xerox Corp.	49,976		$ 428,794
Semiconductors & Semiconductor Equipment - 1.2%
Intel Corp.	3,262		78,125
Micron Technology, Inc. (a)	25,990		244,826
			322,951
Software - 5.8%
Activision Blizzard, Inc.	23,632		353,298
Comverse, Inc.	9,935		263,576
Microsoft Corp.	3,210		106,251
Symantec Corp. (a)	19,891		483,351
Verint Systems, Inc. (a)	11,054		365,224
			1,571,700
TOTAL INFORMATION TECHNOLOGY			3,467,258
MATERIALS - 4.9%
Chemicals - 1.1%
The Dow Chemical Co.	8,641		293,016
Containers & Packaging - 0.6%
Crown Holdings, Inc. (a)	3,675		156,849
Metals & Mining - 2.3%
Freeport-McMoRan Copper & Gold, Inc.	3,749		114,082
Newmont Mining Corp.	15,612		505,829
			619,911
Paper & Forest Products - 0.9%
International Paper Co.	5,486		257,732
TOTAL MATERIALS			1,327,508
TELECOMMUNICATION SERVICES - 1.9%
Diversified Telecommunication Services - 0.4%
tw telecom, inc. (a)	3,536		95,755
Wireless Telecommunication Services - 1.5%
Sprint Nextel Corp. (a)	58,950		415,598
TOTAL TELECOMMUNICATION SERVICES			511,353
Common Stocks - continued
	Shares		Value
UTILITIES - 0.4%
Multi-Utilities - 0.4%
Sempra Energy	1,172		$ 97,100
TOTAL COMMON STOCKS (Cost $24,059,354)		25,527,248

U.S. Treasury Obligations - 0.1%
	Principal Amount
U.S. Treasury Bills, yield at date of purchase 0.07% 5/30/13 (Cost $29,998)	$ 30,000	29,999

Money Market Funds - 5.4%
	Shares
Fidelity Cash Central Fund, 0.13% (b)	1,336,744		1,336,744
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	102,968		102,968
TOTAL MONEY MARKET FUNDS (Cost $1,439,712)		1,439,712
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $25,529,064)			26,996,959
NET OTHER ASSETS (LIABILITIES) - 0.0%			10,573
NET ASSETS - 100%		$ 27,007,532

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

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	$ 830
Fidelity Securities Lending Cash Central Fund	6,707
Total	$ 7,537

Other Information

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 1,572,267	$ 1,572,267	$ -	$ -
Consumer Staples	2,099,100	2,099,100	-	-
Energy	4,463,534	4,463,534	-	-
Financials	6,790,046	6,790,046	-	-
Health Care	3,223,045	3,223,045	-	-
Industrials	1,976,037	1,976,037	-	-
Information Technology	3,467,258	3,467,258	-	-
Materials	1,327,508	1,327,508	-	-
Telecommunication Services	511,353	511,353	-	-
Utilities	97,100	97,100	-	-
U.S. Government and Government Agency Obligations	29,999	-	29,999	-
Money Market Funds	1,439,712	1,439,712	-	-
Total Investments in Securities:	$ 26,996,959	$ 26,966,960	$ 29,999	$ -

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $95,252) - See accompanying schedule: Unaffiliated issuers (cost $24,089,352)	$ 25,557,247
Fidelity Central Funds (cost $1,439,712)	1,439,712
Total Investments (cost $25,529,064)		$ 26,996,959
Receivable for investments sold		308,213
Receivable for fund shares sold		122,727
Dividends receivable		16,026
Distributions receivable from Fidelity Central Funds		390
Prepaid expenses		19
Receivable from investment adviser for expense reductions		1,947
Other receivables		1,666
Total assets		27,447,947
Liabilities
Payable for investments purchased	$ 246,181
Payable for fund shares redeemed	39,729
Accrued management fee	6,601
Distribution and service plan fees payable	9,513
Other affiliated payables	7,572
Other payables and accrued expenses	27,851
Collateral on securities loaned, at value	102,968
Total liabilities		440,415
Net Assets		$ 27,007,532
Net Assets consist of:
Paid in capital		$ 59,253,656
Distributions in excess of net investment income		(113,673)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(33,600,274)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		1,467,823
Net Assets		$ 27,007,532

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($14,897,043 ÷ 1,214,084 shares)		$ 12.27
Maximum offering price per share (100/94.25 of $12.27)		$ 13.02
Class T: Net Asset Value and redemption price per share ($6,362,026 ÷ 516,944 shares)		$ 12.31
Maximum offering price per share (100/96.50 of $12.31)		$ 12.76
Class B: Net Asset Value and offering price per share ($774,840 ÷ 63,495 shares)A		$ 12.20
Class C: Net Asset Value and offering price per share ($3,716,255 ÷ 308,166 shares)A		$ 12.06
Institutional Class: Net Asset Value, offering price and redemption price per share ($1,257,368 ÷ 101,980 shares)		$ 12.33

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 286,100
Interest		5
Income from Fidelity Central Funds		7,537
Total income		293,642
Expenses
Management fee Basic fee	$ 73,394
Performance adjustment	(37,603)
Transfer agent fees	39,350
Distribution and service plan fees	55,876
Accounting and security lending fees	5,136
Custodian fees and expenses	8,315
Independent trustees' compensation	84
Registration fees	26,754
Audit	27,353
Legal	83
Miscellaneous	107
Total expenses before reductions	198,849
Expense reductions	(17,925)	180,924
Net investment income (loss)		112,718
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	1,376,460
Foreign currency transactions	(1,484)
Futures contracts	(11,965)
Total net realized gain (loss)		1,363,011
Change in net unrealized appreciation (depreciation) on: Investment securities	2,292,877
Assets and liabilities in foreign currencies	(23)
Futures contracts	1,484
Total change in net unrealized appreciation (depreciation)		2,294,338
Net gain (loss)		3,657,349
Net increase (decrease) in net assets resulting from operations		$ 3,770,067

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 112,718	$ 298,627
Net realized gain (loss)	1,363,011	(41,874)
Change in net unrealized appreciation (depreciation)	2,294,338	2,306,061
Net increase (decrease) in net assets resulting from operations	3,770,067	2,562,814
Distributions to shareholders from net investment income	(419,258)	(279,421)
Distributions to shareholders from net realized gain	-	(11,550)
Total distributions	(419,258)	(290,971)
Share transactions - net increase (decrease)	(2,582,802)	(5,178,957)
Total increase (decrease) in net assets	768,007	(2,907,114)
Net Assets
Beginning of period	26,239,525	29,146,639
End of period (including distributions in excess of net investment income of $113,673 and undistributed net investment income of $192,867, respectively)	$ 27,007,532	$ 26,239,525

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.82	$ 9.96	$ 10.12	$ 9.30	$ 8.63	$ 16.40
Income from Investment Operations
Net investment income (loss) E	.06	.13	.10	.07 H	.09	.16
Net realized and unrealized gain (loss)	1.59	.85	(.14)	.85	.75	(7.09)
Total from investment operations	1.65	.98	(.04)	.92	.84	(6.93)
Distributions from net investment income	(.20)	(.12)	(.11)	(.09)	(.17)	(.12)
Distributions from net realized gain	-	- J	(.01)	(.01)	-	(.72)
Total distributions	(.20)	(.12)	(.12)	(.10)	(.17)	(.84) K
Net asset value, end of period	$ 12.27	$ 10.82	$ 9.96	$ 10.12	$ 9.30	$ 8.63
Total Return B,C,D	15.49%	10.00%	(.40)%	9.91%	10.13%	(44.43)%
Ratios to Average Net Assets F,I
Expenses before reductions	1.34% A	1.28%	1.24%	1.22%	1.25%	1.26%
Expenses net of fee waivers, if any	1.25% A	1.25%	1.24%	1.22%	1.25%	1.25%
Expenses net of all reductions	1.20% A	1.24%	1.23%	1.21%	1.25%	1.25%
Net investment income (loss)	1.02% A	1.26%	.91%	.75% H	1.10%	1.21%
Supplemental Data
Net assets, end of period (000 omitted)	$ 14,897	$ 14,705	$ 15,484	$ 25,431	$ 28,585	$ 34,864
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .57%.

^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 reductions from 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 Total distributions of $.839 per share is comprised of distributions from net investment income of $.117 and distributions from net realized gain of $.722 per share.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.82	$ 9.96	$ 10.08	$ 9.27	$ 8.58	$ 16.30
Income from Investment Operations
Net investment income (loss) E	.04	.10	.07	.05 H	.07	.13
Net realized and unrealized gain (loss)	1.61	.85	(.13)	.84	.75	(7.06)
Total from investment operations	1.65	.95	(.06)	.89	.82	(6.93)
Distributions from net investment income	(.16)	(.09)	(.05)	(.07)	(.13)	(.07)
Distributions from net realized gain	-	- J	(.01)	(.01)	-	(.72)
Total distributions	(.16)	(.09)	(.06)	(.08)	(.13)	(.79) K
Net asset value, end of period	$ 12.31	$ 10.82	$ 9.96	$ 10.08	$ 9.27	$ 8.58
Total Return B,C,D	15.46%	9.68%	(.64)%	9.62%	9.90%	(44.57)%
Ratios to Average Net Assets F,I
Expenses before reductions	1.60% A	1.55%	1.49%	1.45%	1.50%	1.49%
Expenses net of fee waivers, if any	1.50% A	1.50%	1.49%	1.45%	1.50%	1.49%
Expenses net of all reductions	1.45% A	1.49%	1.48%	1.45%	1.49%	1.49%
Net investment income (loss)	.77% A	1.01%	.67%	.52% H	.85%	.97%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,362	$ 6,145	$ 8,254	$ 12,735	$ 20,652	$ 22,720
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .33%.

^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 reductions from 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 Total distributions of $.790 per share is comprised of distributions from net investment income of $.068 and distributions from net realized gain of $.722 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.70	$ 9.84	$ 9.99	$ 9.18	$ 8.47	$ 16.07
Income from Investment Operations
Net investment income (loss) E	.02	.05	.02	- H,J	.03	.06
Net realized and unrealized gain (loss)	1.58	.85	(.13)	.84	.74	(6.96)
Total from investment operations	1.60	.90	(.11)	.84	.77	(6.90)
Distributions from net investment income	(.10)	(.03)	(.03)	(.02)	(.06)	-
Distributions from net realized gain	-	- J	(.01)	(.01)	-	(.70)
Total distributions	(.10)	(.04) L	(.04)	(.03)	(.06)	(.70) K
Net asset value, end of period	$ 12.20	$ 10.70	$ 9.84	$ 9.99	$ 9.18	$ 8.47
Total Return B,C,D	15.10%	9.14%	(1.14)%	9.11%	9.19%	(44.80)%
Ratios to Average Net Assets F,I
Expenses before reductions	2.10% A	2.04%	1.99%	1.97%	2.00%	2.03%
Expenses net of fee waivers, if any	2.00% A	2.00%	1.99%	1.97%	2.00%	2.00%
Expenses net of all reductions	1.95% A	1.99%	1.98%	1.97%	2.00%	2.00%
Net investment income (loss)	.27% A	.51%	.16%	(.01)% H	.35%	.45%
Supplemental Data
Net assets, end of period (000 omitted)	$ 775	$ 895	$ 1,110	$ 1,605	$ 1,989	$ 2,615
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

^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 reductions from 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 Total distributions of $.698 per share is comprised of distributions from net investment income of $.000 and distributions from net realized gain of $.698 per share.

^L Total distributions of $.04 per share is comprised of distributions from net investment income of $.031 and distributions from net realized gain of $.004 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.59	$ 9.75	$ 9.92	$ 9.11	$ 8.44	$ 16.04
Income from Investment Operations
Net investment income (loss) E	.02	.05	.02	- I,K	.03	.06
Net realized and unrealized gain (loss)	1.56	.84	(.13)	.83	.73	(6.95)
Total from investment operations	1.58	.89	(.11)	.83	.76	(6.89)
Distributions from net investment income	(.11)	(.05)	(.05)	(.02)	(.09)	-
Distributions from net realized gain	-	- K	(.01)	(.01)	-	(.71)
Total distributions	(.11)	(.05)	(.06)	(.02) M	(.09)	(.71) L
Net asset value, end of period	$ 12.06	$ 10.59	$ 9.75	$ 9.92	$ 9.11	$ 8.44
Total Return B,C,D	15.10%	9.21%	(1.18)%	9.12%	9.28%	(44.84)%
Ratios to Average Net Assets F,J
Expenses before reductions	2.09% A	2.04%	2.00%	1.97%	2.01%	2.03%
Expenses net of fee waivers, if any	2.00% A	2.00%	2.00%	1.97%	2.00%	2.00%
Expenses net of all reductions	1.95% A	1.99%	1.98%	1.97%	2.00%	2.00%
Net investment income (loss)	.27% A	.51%	.16%	-% H,I	.35%	.45%
Supplemental Data
Net assets, end of period (000 omitted)	$ 3,716	$ 3,299	$ 3,775	$ 4,139	$ 4,088	$ 5,358
Portfolio turnover rate G	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 Amount represents less than .01%.

^I Investment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

^J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from 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.

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

^L Total distributions of $.712 per share is comprised of distributions from net investment income of $.000 and distributions from net realized gain of $.712 per share.

^M Total distributions of $.02 per share is comprised of distributions from net investment income of $.015 and distributions from net realized gain of $.005 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 10.89	$ 10.04	$ 10.19	$ 9.35	$ 8.70	$ 16.51
Income from Investment Operations
Net investment income (loss) D	.08	.18	.14	.10 G	.11	.20
Net realized and unrealized gain (loss)	1.60	.83	(.15)	.86	.74	(7.13)
Total from investment operations	1.68	1.01	(.01)	.96	.85	(6.93)
Distributions from net investment income	(.24)	(.16)	(.13)	(.11)	(.20)	(.15)
Distributions from net realized gain	-	- I	(.01)	(.01)	-	(.72)
Total distributions	(.24)	(.16)	(.14)	(.12)	(.20)	(.88) J
Net asset value, end of period	$ 12.33	$ 10.89	$ 10.04	$ 10.19	$ 9.35	$ 8.70
Total Return B,C	15.76%	10.30%	(.11)%	10.28%	10.26%	(44.24)%
Ratios to Average Net Assets E,H
Expenses before reductions	.93% A	.83%	.89%	.98%	1.00%	.98%
Expenses net of fee waivers, if any	.93% A	.83%	.89%	.98%	1.00%	.98%
Expenses net of all reductions	.88% A	.82%	.88%	.97%	1.00%	.97%
Net investment income (loss)	1.34% A	1.68%	1.27%	.99% G	1.35%	1.48%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,257	$ 1,195	$ 523	$ 841	$ 2,341	$ 2,021
Portfolio turnover rate F	98% A	94%	161%	51%	56%	74%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

^G Investment income per share reflects a large, non-recurring dividend which amounted to $.02 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .81%.

^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 reductions from 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.

^J Total distributions of $.876 per share is comprised of distributions from net investment income of $.154 and distributions from net realized gain of $.722 per share.

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

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Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Value Leaders Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures

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3. Significant Accounting Policies - continued

Investment Valuation - continued

approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. When independent prices

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Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of

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3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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 futures contracts, foreign currency transactions, partnerships, capital loss carryforwards and losses deferred due to wash sales.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation	$ 3,011,689
Gross unrealized depreciation	(2,064,705)
Net unrealized appreciation (depreciation) on securities and other investments	$ 946,984
Tax cost	$ 26,049,975

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2016	$ (19,194,348)
2017	(14,819,668)
2019	(169,201)
Total with expiration	(34,183,217)
No expiration
Short-term	(210,874)
Long-term	(29,961)
Total no expiration	(240,835)
Total capital loss carryforward	$ (34,424,052)

New Accounting Pronouncement. The Financial Accounting Standards Board issued in December 2011, Accounting Standard Update No. 2011-11, Disclosures about Offsetting Assets and Liabilities, and in January 2013, Accounting Standards Update No. 2013-1 Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. These updates create new disclosure requirements requiring entities to disclose both gross and net information for derivatives and other financial instruments that are either offset in the Statement of Assets and Liabilities or subject to an enforceable master netting arrangement or similar agreement. The disclosure requirements are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Management is currently evaluating the impact of the update's adoption on the Fund's financial statement disclosures.

Semiannual Report

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts is mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the

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Notes to Financial Statements (Unaudited) - continued

4. Derivative Instruments - continued

Futures Contracts - continued

daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

During the period the Fund recognized net realized gain (loss) of $(11,965) and a change in net unrealized appreciation (depreciation) of $1,484 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $12,493,893 and $15,269,457, 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Institutional Class of the Fund as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .27% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

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6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 18,299	$ 229
Class T	.25%	.25%	15,452	173
Class B	.75%	.25%	4,161	3,121
Class C	.75%	.25%	17,964	1,694
			$ 55,876	$ 5,217

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 4,789
Class T	526
Class B*	362
Class C*	154
	$ 5,831

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the

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Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

respective classes of the Fund. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 22,100	.30
Class T	9,574	.31
Class B	1,261	.30
Class C	5,467	.30
Institutional Class	948	.16
	$ 39,350

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1,011 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $34 and is reflected in Miscellaneous expenses 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 through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a

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8. Security Lending - continued

broker-dealer affiliated with the Fund. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,707, including $855 from securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement
Class A	1.25%	$ 6,296
Class T	1.50%	3,014
Class B	2.00%	394
Class C	2.00%	1,542
		$ 11,246

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 $6,676 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Expense Reductions - continued

uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody by $3.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 265,618	$ 180,927
Class T	87,579	68,454
Class B	8,055	3,401
Class C	34,963	18,732
Institutional Class	23,043	7,907
Total	$ 419,258	$ 279,421
From net realized gain
Class A	$ -	$ 6,239
Class T	-	3,111
Class B	-	439
Class C	-	1,561
Institutional Class	-	200
Total	$ -	$ 11,550

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	93,121	281,767	$ 1,080,073	$ 2,860,417
Reinvestment of distributions	23,948	18,760	256,986	179,532
Shares redeemed	(262,578)	(496,141)	(2,982,094)	(5,059,962)
Net increase (decrease)	(145,509)	(195,614)	$ (1,645,035)	$ (2,020,013)
Class T
Shares sold	20,966	48,701	$ 239,376	$ 501,218
Reinvestment of distributions	7,985	7,282	86,093	69,834
Shares redeemed	(79,744)	(317,050)	(903,876)	(3,256,292)
Net increase (decrease)	(50,793)	(261,067)	$ (578,407)	$ (2,685,240)

Semiannual Report

11. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class B
Shares sold	234	26	$ 2,447	$ 248
Reinvestment of distributions	676	355	7,246	3,383
Shares redeemed	(21,018)	(29,605)	(237,069)	(301,504)
Net increase (decrease)	(20,108)	(29,224)	$ (227,376)	$ (297,873)
Class C
Shares sold	40,943	47,718	$ 464,703	$ 476,581
Reinvestment of distributions	3,063	1,986	32,411	18,732
Shares redeemed	(47,426)	(125,244)	(547,332)	(1,268,866)
Net increase (decrease)	(3,420)	(75,540)	$ (50,218)	$ (773,553)
Institutional Class
Shares sold	14,333	90,752	$ 166,714	$ 942,038
Reinvestment of distributions	2,131	750	22,951	7,203
Shares redeemed	(24,187)	(33,948)	(271,431)	(351,519)
Net increase (decrease)	(7,723)	57,554	$ (81,766)	$ 597,722

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Company

Boston, MA

(Fidelity Investment logo)(registered trademark)

AVLFI-USAN-0613
1.800658.109

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Emerging Markets

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.60%
Actual		$ 1,000.00	$ 1,100.10	$ 8.33
HypotheticalA		$ 1,000.00	$ 1,016.86	$ 8.00
Class T	1.85%
Actual		$ 1,000.00	$ 1,098.70	$ 9.63
HypotheticalA		$ 1,000.00	$ 1,015.62	$ 9.25
Class B	2.35%
Actual		$ 1,000.00	$ 1,096.00	$ 12.21
HypotheticalA		$ 1,000.00	$ 1,013.14	$ 11.73
Class C	2.35%
Actual		$ 1,000.00	$ 1,095.90	$ 12.21
HypotheticalA		$ 1,000.00	$ 1,013.14	$ 11.73
Institutional Class	1.27%
Actual		$ 1,000.00	$ 1,102.10	$ 6.62
HypotheticalA		$ 1,000.00	$ 1,018.50	$ 6.36

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)	4.8	4.4
Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan, Semiconductors & Semiconductor Equipment)	2.8	1.2
America Movil S.A.B. de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)	1.5	0.0
Itau Unibanco Holding SA sponsored ADR (Brazil, Commercial Banks)	1.4	1.5
Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR (Brazil, Beverages)	1.4	1.4
	11.9
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	23.4	22.3
Consumer Discretionary	18.9	18.0
Information Technology	16.0	13.5
Consumer Staples	14.1	11.0
Industrials	12.9	9.5
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
Brazil	11.7	12.1
India	10.3	7.8
Korea (South)	8.7	13.4
Indonesia	7.5	7.2
Mexico	7.2	3.1

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 98.8%		Stocks and Investment Companies 98.5%
	Short-Term Investments and Net Other Assets (Liabilities) 1.2%		Short-Term Investments and Net Other Assets (Liabilities) 1.5%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.0%
	Shares		Value
Bailiwick of Jersey - 0.3%
WPP PLC	96,000		$ 1,587,104
Bermuda - 1.7%
Brilliance China Automotive Holdings Ltd. (a)	1,944,000		2,379,851
Credicorp Ltd. (NY Shares)	21,750		3,275,333
Jardine Matheson Holdings Ltd.	29,200		1,895,956
TOTAL BERMUDA			7,551,140
Brazil - 11.3%
BM&F Bovespa SA	498,000		3,457,314
BR Malls Participacoes SA	231,700		2,733,035
BTG Pactual Participations Ltd. unit	127,700		2,104,345
CCR SA	305,200		2,986,788
Cielo SA	119,880		3,161,848
Companhia Brasileira de Distribuicao Grupo Pao de Acucar sponsored ADR (d)	51,351		2,853,062
Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR	148,976		6,259,972
Iguatemi Empresa de Shopping Centers SA	156,300		1,867,866
Itau Unibanco Holding SA sponsored ADR	381,099		6,413,896
Localiza Rent A Car SA	122,100		2,168,904
Multiplan Empreendimentos Imobiliarios SA	88,208		2,517,835
Multiplus SA	124,200		2,047,290
Qualicorp SA (a)	226,300		2,203,336
Souza Cruz SA	184,300		2,830,708
Tegma Gestao Logistica SA	121,600		1,633,691
Totvs SA	114,447		2,151,941
Ultrapar Participacoes SA	115,200		3,066,050
Weg SA	32,700		432,786
TOTAL BRAZIL			50,890,667
British Virgin Islands - 0.4%
Mail.Ru Group Ltd. GDR (e)	66,700		1,800,900
Canada - 0.0%
Ivanplats Ltd. (e)	84,516		251,673
Cayman Islands - 3.7%
Baidu.com, Inc. sponsored ADR (a)	25,283		2,170,546
Biostime International Holdings Ltd.	310,500		1,788,541
Eurasia Drilling Co. Ltd. GDR (Reg. S)	56,063		2,192,063
Haitian International Holdings Ltd.	1,385,000		2,370,160
Common Stocks - continued
	Shares		Value
Cayman Islands - continued
Sands China Ltd.	372,400		$ 1,953,143
Tencent Holdings Ltd.	180,900		6,205,496
TOTAL CAYMAN ISLANDS			16,679,949
Chile - 0.5%
Compania Cervecerias Unidas SA sponsored ADR (d)	63,926		2,207,365
China - 2.0%
China Pacific Insurance Group Co. Ltd. (H Shares)	831,000		2,987,687
Dongfeng Motor Group Co. Ltd. (H Shares)	1,632,000		2,431,128
Ping An Insurance (Group) Co. of China Ltd. (H Shares)	465,500		3,686,137
TOTAL CHINA			9,104,952
Colombia - 1.0%
Almacenes Exito SA	122,863		2,014,187
Grupo de Inversiones Suramerica	118,465		2,499,010
TOTAL COLOMBIA			4,513,197
Denmark - 0.4%
Novo Nordisk A/S Series B sponsored ADR	10,707		1,891,177
Finland - 0.9%
Kone Oyj (B Shares)	24,000		2,119,236
Nokian Tyres PLC	44,300		1,920,582
TOTAL FINLAND			4,039,818
France - 1.6%
Christian Dior SA	10,964		1,911,007
LVMH Moet Hennessy - Louis Vuitton SA	11,112		1,924,364
PPR SA	7,200		1,583,975
Sanofi SA sponsored ADR	34,700		1,851,245
TOTAL FRANCE			7,270,591
Germany - 0.4%
SAP AG	20,851		1,662,282
Ghana - 0.9%
Ecobank Transnational, Inc.	41,798,500		3,968,212
Hong Kong - 0.9%
AIA Group Ltd.	455,200		2,020,791
Galaxy Entertainment Group Ltd. (a)	486,000		2,176,311
TOTAL HONG KONG			4,197,102
India - 10.3%
Asian Paints India Ltd.	25,860		2,254,952
Common Stocks - continued
	Shares		Value
India - continued
Bajaj Auto Ltd.	68,185		$ 2,388,285
CRISIL Ltd.	109,073		1,815,344
Cummins India Ltd.	207,442		1,975,114
HDFC Bank Ltd.	334,071		4,256,805
Hindustan Unilever Ltd.	350,973		3,816,672
Housing Development Finance Corp. Ltd. (a)	298,187		4,707,894
ITC Ltd.	608,970		3,730,274
Jubilant Foodworks Ltd. (a)	91,906		1,899,493
Maruti Suzuki India Ltd.	67,503		2,189,610
Sun Pharmaceutical Industries Ltd.	165,496		2,931,824
Sun TV Ltd.	240,753		1,869,608
Tata Consultancy Services Ltd.	131,724		3,382,106
Tata Motors Ltd.	467,022		2,585,887
Titan Industries Ltd. (a)	438,867		2,212,933
TTK Prestige Ltd. (a)	28,933		1,879,042
United Spirits Ltd. (a)	64,227		2,645,109
TOTAL INDIA			46,540,952
Indonesia - 7.5%
PT Astra International Tbk	4,981,000		3,765,521
PT Bank Central Asia Tbk	3,334,500		3,686,892
PT Bank Rakyat Indonesia Tbk	3,592,500		3,473,328
PT Global Mediacom Tbk	8,869,500		1,984,173
PT Indocement Tunggal Prakarsa Tbk	1,026,500		2,787,302
PT Jasa Marga Tbk	3,543,000		2,441,559
PT Kalbe Farma Tbk	17,219,500		2,461,821
PT Media Nusantara Citra Tbk	6,977,000		2,242,539
PT Mitra Adiperkasa Tbk	2,379,000		2,018,690
PT Semen Gresik (Persero) Tbk	1,439,000		2,723,327
PT Surya Citra Media Tbk	7,130,000		2,053,377
PT Tower Bersama Infrastructure Tbk (a)	3,493,000		2,029,870
PT United Tractors Tbk	1,200,500		2,191,703
TOTAL INDONESIA			33,860,102
Ireland - 0.5%
Dragon Oil PLC	230,494		2,266,380
Italy - 0.4%
Prada SpA	215,800		1,945,221
Japan - 0.4%
Fanuc Corp.	12,300		1,856,712
Korea (South) - 8.7%
Hotel Shilla Co.	40,192		2,123,414
Common Stocks - continued
	Shares		Value
Korea (South) - continued
Hyundai Mobis	15,619		$ 3,544,584
Hyundai Motor Co.	30,826		5,582,543
LG Household & Health Care Ltd.	4,780		2,685,904
NHN Corp.	12,622		3,391,501
Samsung Electronics Co. Ltd.	15,809		21,813,228
TOTAL KOREA (SOUTH)			39,141,174
Malaysia - 0.8%
Bumiputra-Commerce Holdings Bhd	1,435,000		3,650,583
Mexico - 7.2%
America Movil S.A.B. de CV Series L sponsored ADR	316,454		6,765,787
Banregio Grupo Financiero SA	310,465		1,712,859
Bolsa Mexicana de Valores SA de CV	593,520		1,616,962
Coca-Cola FEMSA S.A.B. de CV Series L	172,100		2,779,867
Fomento Economico Mexicano S.A.B. de CV unit	406,300		4,620,703
Grupo Aeroportuario del Pacifico SA de CV Series B	310,843		1,779,457
Grupo Financiero Banorte S.A.B. de CV Series O	497,900		3,754,455
Grupo Mexico SA de CV Series B	966,300		3,458,603
Grupo Televisa SA de CV	675,500		3,429,711
Mexichem S.A.B. de CV	480,661		2,449,957
TOTAL MEXICO			32,368,361
Netherlands - 1.4%
ASML Holding NV (Netherlands) (d)	26,032		1,937,117
Heineken NV (Bearer) (d)	24,362		1,720,319
Yandex NV (a)	97,400		2,507,076
TOTAL NETHERLANDS			6,164,512
Nigeria - 1.0%
Guaranty Trust Bank PLC GDR (Reg. S)	283,254		2,322,683
Nigerian Breweries PLC	1,919,907		2,003,751
TOTAL NIGERIA			4,326,434
Panama - 0.5%
Copa Holdings SA Class A	18,052		2,266,970
Philippines - 3.8%
Alliance Global Group, Inc.	3,851,200		2,216,720
Ayala Corp.	163,150		2,539,870
International Container Terminal Services, Inc.	1,005,340		2,246,297
Metropolitan Bank & Trust Co.	791,950		2,394,603
Security Bank Corp.	472,430		2,262,616
Common Stocks - continued
	Shares		Value
Philippines - continued
SM Investments Corp.	100,100		$ 2,783,594
SM Prime Holdings, Inc.	5,367,600		2,607,213
TOTAL PHILIPPINES			17,050,913
Russia - 2.9%
Magnit OJSC GDR (Reg. S)	75,600		3,855,600
NOVATEK OAO GDR (Reg. S)	29,500		2,985,400
Sberbank (Savings Bank of the Russian Federation) (a)	1,932,800		6,147,116
TOTAL RUSSIA			12,988,116
South Africa - 7.0%
Aspen Pharmacare Holdings Ltd.	139,430		3,028,351
Barloworld Ltd.	216,184		2,264,590
Bidvest Group Ltd.	121,700		3,164,865
Clicks Group Ltd.	289,437		1,844,965
Discovery Ltd.	281,189		2,561,363
Imperial Holdings Ltd.	122,236		2,706,669
Life Healthcare Group Holdings Ltd.	669,929		2,830,223
Mr Price Group Ltd.	185,900		2,672,021
Nampak Ltd.	617,000		2,267,639
Naspers Ltd. Class N	76,500		5,119,324
Shoprite Holdings Ltd.	158,400		3,002,424
TOTAL SOUTH AFRICA			31,462,434
Sweden - 0.3%
Atlas Copco AB (A Shares)	60,500		1,592,535
Switzerland - 1.7%
Compagnie Financiere Richemont SA Series A	24,977		2,017,394
Schindler Holding AG (Reg.)	12,650		1,851,651
Swatch Group AG (Bearer)	3,510		2,010,190
Syngenta AG (Switzerland)	4,414		1,887,071
TOTAL SWITZERLAND			7,766,306
Taiwan - 2.8%
Taiwan Semiconductor Manufacturing Co. Ltd.	3,444,000		12,791,706
Thailand - 2.9%
Airports of Thailand PCL (For. Reg.)	450,900		2,219,934
BEC World PCL (For. Reg.)	932,800		2,129,390
Kasikornbank PCL (For. Reg.)	504,700		3,714,317
Siam Commercial Bank PCL (For. Reg.)	553,700		3,508,968
Thai Beverage PCL	3,474,000		1,706,398
TOTAL THAILAND			13,279,007
Common Stocks - continued
	Shares		Value
Turkey - 3.3%
Coca-Cola Icecek A/S	78,050		$ 2,176,823
Enka Insaat ve Sanayi A/S	735,000		2,271,315
Koc Holding A/S	446,000		2,699,261
TAV Havalimanlari Holding A/S	243,000		1,714,656
Tupras Turkiye Petrol Rafinelleri A/S	90,000		2,510,110
Turkiye Garanti Bankasi A/S	687,375		3,795,851
TOTAL TURKEY			15,168,016
United Kingdom - 2.9%
Aggreko PLC	68,902		1,907,255
British American Tobacco PLC (United Kingdom)	34,400		1,906,973
Burberry Group PLC	88,900		1,844,920
Diageo PLC	60,501		1,847,555
InterContinental Hotel Group PLC	64,262		1,898,693
Prudential PLC	112,311		1,931,140
Standard Chartered PLC (United Kingdom)	69,810		1,753,465
TOTAL UNITED KINGDOM			13,090,001
United States of America - 5.7%
American Tower Corp.	23,657		1,986,951
Colgate-Palmolive Co.	15,336		1,831,272
Cummins, Inc.	16,753		1,782,352
FMC Corp.	31,761		1,927,893
Google, Inc. Class A (a)	2,500		2,061,425
MasterCard, Inc. Class A	4,000		2,211,720
Mead Johnson Nutrition Co. Class A	24,430		1,981,029
Philip Morris International, Inc.	20,700		1,978,713
QUALCOMM, Inc.	28,935		1,782,975
Southern Copper Corp.	73,600		2,453,088
Tupperware Brands Corp.	19,300		1,549,790
Visa, Inc. Class A	12,900		2,173,134
Yum! Brands, Inc.	29,635		2,018,736
TOTAL UNITED STATES OF AMERICA			25,739,078
TOTAL COMMON STOCKS (Cost $386,525,868)		442,931,642
Nonconvertible Preferred Stocks - 0.8%
Brazil - 0.4%
Marcopolo SA (PN)	263,400		1,752,270
Nonconvertible Preferred Stocks - continued
	Shares		Value
Colombia - 0.4%
Banco Davivienda SA	130,644		$ 1,748,044
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $3,586,552)		3,500,314
Money Market Funds - 2.6%
Fidelity Cash Central Fund, 0.13% (b)	4,256,623		4,256,623
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	7,385,325		7,385,325
TOTAL MONEY MARKET FUNDS (Cost $11,641,948)		11,641,948
TOTAL INVESTMENT PORTFOLIO - 101.4% (Cost $401,754,368)			458,073,904
NET OTHER ASSETS (LIABILITIES) - (1.4)%			(6,307,308)
NET ASSETS - 100%		$ 451,766,596

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $2,052,573 or 0.5% 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	$ 4,305
Fidelity Securities Lending Cash Central Fund	23,539
Total	$ 27,844

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 85,549,223	$ 75,234,552	$ 8,261,294	$ 2,053,377
Consumer Staples	64,088,186	60,333,658	3,754,528	-
Energy	13,020,003	13,020,003	-	-
Financials	105,480,783	99,292,838	6,187,945	-
Health Care	17,197,977	17,197,977	-	-
Industrials	58,633,621	56,776,909	1,856,712	-
Information Technology	71,205,001	54,813,896	16,391,105	-
Materials	22,461,505	20,574,434	1,887,071	-
Telecommunication Services	8,795,657	8,795,657	-	-
Money Market Funds	11,641,948	11,641,948	-	-
Total Investments in Securities:	$ 458,073,904	$ 417,681,872	$ 38,338,655	$ 2,053,377

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $7,148,272) - See accompanying schedule: Unaffiliated issuers (cost $390,112,420)	$ 446,431,956
Fidelity Central Funds (cost $11,641,948)	11,641,948
Total Investments (cost $401,754,368)		$ 458,073,904
Foreign currency held at value (cost $372,300)		372,301
Receivable for investments sold		2,071,723
Receivable for fund shares sold		296,272
Dividends receivable		1,427,649
Distributions receivable from Fidelity Central Funds		14,122
Prepaid expenses		316
Other receivables		104,732
Total assets		462,361,019
Liabilities
Payable for investments purchased	$ 1,633,958
Payable for fund shares redeemed	910,432
Accrued management fee	297,323
Distribution and service plan fees payable	125,294
Other affiliated payables	123,260
Other payables and accrued expenses	118,831
Collateral on securities loaned, at value	7,385,325
Total liabilities		10,594,423
Net Assets		$ 451,766,596
Net Assets consist of:
Paid in capital		$ 462,986,834
Undistributed net investment income		81,822
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(67,624,535)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		56,322,475
Net Assets		$ 451,766,596

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($164,620,685 ÷ 7,366,583 shares)		$ 22.35
Maximum offering price per share (100/94.25 of $22.35)		$ 23.71
Class T: Net Asset Value and redemption price per share ($60,905,927 ÷ 2,730,310 shares)		$ 22.31
Maximum offering price per share (100/96.50 of $22.31)		$ 23.12
Class B: Net Asset Value and offering price per share ($13,953,210 ÷ 636,233 shares)A		$ 21.93
Class C: Net Asset Value and offering price per share ($66,825,641 ÷ 3,053,911 shares)A		$ 21.88
Institutional Class: Net Asset Value, offering price and redemption price per share ($145,461,133 ÷ 6,488,546 shares)		$ 22.42

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 4,252,604
Interest		101
Income from Fidelity Central Funds		27,844
Income before foreign taxes withheld		4,280,549
Less foreign taxes withheld		(357,899)
Total income		3,922,650
Expenses
Management fee	$ 1,812,648
Transfer agent fees	628,743
Distribution and service plan fees	764,278
Accounting and security lending fees	116,949
Custodian fees and expenses	308,944
Independent trustees' compensation	1,436
Registration fees	59,412
Audit	47,618
Legal	877
Miscellaneous	1,823
Total expenses before reductions	3,742,728
Expense reductions	(190,478)	3,552,250
Net investment income (loss)		370,400
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	26,565,808
Foreign currency transactions	(160,355)
Total net realized gain (loss)		26,405,453
Change in net unrealized appreciation (depreciation) on: Investment securities	15,740,729
Assets and liabilities in foreign currencies	19,648
Total change in net unrealized appreciation (depreciation)		15,760,377
Net gain (loss)		42,165,830
Net increase (decrease) in net assets resulting from operations		$ 42,536,230

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 370,400	$ 4,802,006
Net realized gain (loss)	26,405,453	(16,225,115)
Change in net unrealized appreciation (depreciation)	15,760,377	13,507,093
Net increase (decrease) in net assets resulting from operations	42,536,230	2,083,984
Distributions to shareholders from net investment income	(3,939,467)	(3,344,878)
Share transactions - net increase (decrease)	(33,607,861)	(68,179,764)
Redemption fees	20,763	103,376
Total increase (decrease) in net assets	5,009,665	(69,337,282)
Net Assets
Beginning of period	446,756,931	516,094,213
End of period (including undistributed net investment income of $81,822 and undistributed net investment income of $3,650,889, respectively)	$ 451,766,596	$ 446,756,931

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.51	$ 20.50	$ 23.71	$ 19.20	$ 12.59	$ 32.75
Income from Investment Operations
Net investment income (loss) E	.02	.22	.21	.12	.10	.24
Net realized and unrealized gain (loss)	2.02	(.06)	(3.19)	4.59	6.64	(19.61)
Total from investment operations	2.04	.16	(2.98)	4.71	6.74	(19.37)
Distributions from net investment income	(.20)	(.15)	(.11)	(.07)	(.14)	(.02)
Distributions from net realized gain	-	-	(.13)	(.13)	-	(.79)
Total distributions	(.20)	(.15)	(.24)	(.20)	(.14)	(.81)
Redemption fees added to paid in capital E	- I	- I	.01	- I	.01	.02
Net asset value, end of period	$ 22.35	$ 20.51	$ 20.50	$ 23.71	$ 19.20	$ 12.59
Total Return B, C, D	10.01%	.80%	(12.69)%	24.69%	54.54%	(60.55)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.60% A	1.54%	1.54%	1.56%	1.60%	1.59%
Expenses net of fee waivers, if any	1.60% A	1.54%	1.54%	1.56%	1.60%	�� 1.59%
Expenses net of all reductions	1.51% A	1.48%	1.47%	1.50%	1.53%	1.53%
Net investment income (loss)	.23% A	1.07%	.92%	.59%	.70%	.94%
Supplemental Data
Net assets, end of period (000 omitted)	$ 164,621	$ 160,464	$ 202,477	$ 286,970	$ 216,187	$ 122,911
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.44	$ 20.43	$ 23.61	$ 19.14	$ 12.49	$ 32.52
Income from Investment Operations
Net investment income (loss) E	- I	.16	.15	.07	.07	.17
Net realized and unrealized gain (loss)	2.01	(.06)	(3.18)	4.57	6.64	(19.48)
Total from investment operations	2.01	.10	(3.03)	4.64	6.71	(19.31)
Distributions from net investment income	(.14)	(.09)	(.04)	(.04)	(.07)	-
Distributions from net realized gain	-	-	(.13)	(.13)	-	(.74)
Total distributions	(.14)	(.09)	(.16) J	(.17)	(.07)	(.74)
Redemption fees added to paid in capital E	- I	- I	.01	- I	.01	.02
Net asset value, end of period	$ 22.31	$ 20.44	$ 20.43	$ 23.61	$ 19.14	$ 12.49
Total Return B, C, D	9.87%	.49%	(12.89)%	24.38%	54.17%	(60.66)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.85% A	1.80%	1.79%	1.81%	1.87%	1.84%
Expenses net of fee waivers, if any	1.85% A	1.80%	1.79%	1.81%	1.85%	1.84%
Expenses net of all reductions	1.77% A	1.73%	1.73%	1.76%	1.78%	1.79%
Net investment income (loss)	(.03)% A	.81%	.66%	.33%	.44%	.69%
Supplemental Data
Net assets, end of period (000 omitted)	$ 60,906	$ 58,919	$ 73,146	$ 104,417	$ 86,959	$ 47,300
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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.

^J Total distributions of $.16 per share is comprised of distributions from net investment income of $.037 and distributions from net realized gain of $.125 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.03	$ 20.03	$ 23.14	$ 18.80	$ 12.26	$ 32.03
Income from Investment Operations
Net investment income (loss) E	(.05)	.06	.04	(.03)	(.01)	.04
Net realized and unrealized gain (loss)	1.97	(.06)	(3.12)	4.49	6.55	(19.13)
Total from investment operations	1.92	-	(3.08)	4.46	6.54	(19.09)
Distributions from net investment income	(.02)	-	(.01)	-	-	-
Distributions from net realized gain	-	-	(.03)	(.12)	-	(.70)
Total distributions	(.02)	-	(.03) J	(.12)	-	(.70)
Redemption fees added to paid in capital E	- I	- I	.01	- I	- I	.02
Net asset value, end of period	$ 21.93	$ 20.03	$ 20.03	$ 23.14	$ 18.80	$ 12.26
Total Return B, C, D	9.60%	-%	(13.33)%	23.77%	53.34%	(60.83)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.35% A	2.29%	2.29%	2.32%	2.36%	2.35%
Expenses net of fee waivers, if any	2.35% A	2.29%	2.29%	2.32%	2.35%	2.35%
Expenses net of all reductions	2.26% A	2.23%	2.22%	2.26%	2.28%	2.30%
Net investment income (loss)	(.52)% A	.32%	.16%	(.17)%	(.05)%	.18%
Supplemental Data
Net assets, end of period (000 omitted)	$ 13,953	$ 15,994	$ 21,304	$ 31,159	$ 27,580	$ 17,307
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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.

^J Total distributions of $.03 per share is comprised of distributions from net investment income of $.005 and distributions from net realized gain of $.025 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.00	$ 20.00	$ 23.13	$ 18.80	$ 12.26	$ 32.04
Income from Investment Operations
Net investment income (loss) E	(.05)	.06	.04	(.03)	(.01)	.05
Net realized and unrealized gain (loss)	1.97	(.06)	(3.12)	4.49	6.54	(19.15)
Total from investment operations	1.92	-	(3.08)	4.46	6.53	(19.10)
Distributions from net investment income	(.04)	-	(.01)	-	-	-
Distributions from net realized gain	-	-	(.05)	(.13)	-	(.70)
Total distributions	(.04)	-	(.06)	(.13)	-	(.70)
Redemption fees added to paid in capital E	- I	- I	.01	- I	.01	.02
Net asset value, end of period	$ 21.88	$ 20.00	$ 20.00	$ 23.13	$ 18.80	$ 12.26
Total Return B, C, D	9.59%	-%	(13.33)%	23.80%	53.34%	(60.84)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.35% A	2.29%	2.28%	2.30%	2.34%	2.34%
Expenses net of fee waivers, if any	2.35% A	2.29%	2.28%	2.30%	2.34%	2.34%
Expenses net of all reductions	2.26% A	2.23%	2.22%	2.24%	2.28%	2.29%
Net investment income (loss)	(.52)% A	.32%	.17%	(.15)%	(.05)%	.19%
Supplemental Data
Net assets, end of period (000 omitted)	$ 66,826	$ 65,598	$ 80,855	$ 106,711	$ 83,939	$ 44,878
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.61	$ 20.63	$ 23.87	$ 19.29	$ 12.71	$ 33.02
Income from Investment Operations
Net investment income (loss) D	.06	.28	.29	.20	.15	.31
Net realized and unrealized gain (loss)	2.03	(.06)	(3.21)	4.62	6.65	(19.76)
Total from investment operations	2.09	.22	(2.92)	4.82	6.80	(19.45)
Distributions from net investment income	(.28)	(.24)	(.20)	(.11)	(.23)	(.09)
Distributions from net realized gain	-	-	(.13)	(.13)	-	(.79)
Total distributions	(.28)	(.24)	(.33)	(.24)	(.23)	(.88)
Redemption fees added to paid in capital D	- H	- H	.01	- H	.01	.02
Net asset value, end of period	$ 22.42	$ 20.61	$ 20.63	$ 23.87	$ 19.29	$ 12.71
Total Return B, C	10.21%	1.08%	(12.41)%	25.15%	54.97%	(60.42)%
Ratios to Average Net Assets E, G
Expenses before reductions	1.27% A	1.22%	1.21%	1.22%	1.30%	1.27%
Expenses net of fee waivers, if any	1.27% A	1.22%	1.21%	1.22%	1.30%	1.27%
Expenses net of all reductions	1.19% A	1.16%	1.14%	1.17%	1.23%	1.21%
Net investment income (loss)	.56% A	1.39%	1.25%	.93%	.99%	1.26%
Supplemental Data
Net assets, end of period (000 omitted)	$ 145,461	$ 145,782	$ 138,312	$ 184,789	$ 106,713	$ 47,557
Portfolio turnover rate F	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H 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 April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Emerging Markets Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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

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

Gross unrealized appreciation	$ 61,117,404
Gross unrealized depreciation	(7,263,096)
Net unrealized appreciation (depreciation) on securities and other investments	$ 53,854,308
Tax cost	$ 404,219,596

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2017	$ (70,963,758)
No expiration
Short-term	(21,715,818)
Total capital loss carryforward	$ (92,679,576)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $335,954,473 and $372,101,676, respectively.

5. 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 .55% of the Fund's average net assets and an annualized 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 .81% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares.

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 204,454	$ 7,432
Class T	.25%	.25%	151,608	1,451
Class B	.75%	.25%	77,100	57,972
Class C	.75%	.25%	331,116	32,547
			$ 764,278	$ 99,402

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 28,132
Class T	7,603
Class B*	13,351
Class C*	2,046
	$ 51,132

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 247,388	.30
Class T	93,813	.31
Class B	23,329	.30
Class C	100,168	.30
Institutional Class	164,045	.23
	$ 628,743

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $620 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $590 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund

Semiannual Report

7. Security Lending - continued

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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $23,539, including $276 from securities loaned to FCM.

8. 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 $190,469 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 $9.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 1,535,570	$ 1,451,148
Class T	390,398	312,643
Class B	16,014	-
Class C	114,064	-
Institutional Class	1,883,421	1,581,087
Total	$ 3,939,467	$ 3,344,878

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	907,288	2,037,152	$ 19,597,868	$ 41,195,109
Reinvestment of distributions	66,573	66,178	1,392,652	1,330,840
Shares redeemed	(1,431,009)	(4,154,283)	(30,812,098)	(83,269,620)
Net increase (decrease)	(457,148)	(2,050,953)	$ (9,821,578)	$ (40,743,671)
Class T
Shares sold	346,737	596,352	$ 7,476,991	$ 12,026,705
Reinvestment of distributions	17,796	14,784	372,006	297,017
Shares redeemed	(516,650)	(1,309,634)	(11,059,674)	(26,275,018)
Net increase (decrease)	(152,117)	(698,498)	$ (3,210,677)	$ (13,951,296)
Class B
Shares sold	29,700	26,111	$ 629,809	$ 526,389
Reinvestment of distributions	627	-	12,965	-
Shares redeemed	(192,504)	(291,336)	(4,070,047)	(5,756,960)
Net increase (decrease)	(162,177)	(265,225)	$ (3,427,273)	$ (5,230,571)
Class C
Shares sold	250,228	549,601	$ 5,283,838	$ 10,991,315
Reinvestment of distributions	4,797	-	98,768	-
Shares redeemed	(480,592)	(1,313,083)	(10,039,242)	(25,757,063)
Net increase (decrease)	(225,567)	(763,482)	$ (4,656,636)	$ (14,765,748)
Institutional Class
Shares sold	560,229	2,860,043	$ 12,125,551	$ 57,283,970
Reinvestment of distributions	84,781	61,950	1,776,730	1,248,917
Shares redeemed	(1,228,322)	(2,554,172)	(26,393,978)	(52,021,365)
Net increase (decrease)	(583,312)	367,821	$ (12,491,697)	$ 6,511,522

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.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

FIL Investment Advisors

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

FAEM-USAN-0613
1.800637.109

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Emerging Markets

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.60%
Actual		$ 1,000.00	$ 1,100.10	$ 8.33
HypotheticalA		$ 1,000.00	$ 1,016.86	$ 8.00
Class T	1.85%
Actual		$ 1,000.00	$ 1,098.70	$ 9.63
HypotheticalA		$ 1,000.00	$ 1,015.62	$ 9.25
Class B	2.35%
Actual		$ 1,000.00	$ 1,096.00	$ 12.21
HypotheticalA		$ 1,000.00	$ 1,013.14	$ 11.73
Class C	2.35%
Actual		$ 1,000.00	$ 1,095.90	$ 12.21
HypotheticalA		$ 1,000.00	$ 1,013.14	$ 11.73
Institutional Class	1.27%
Actual		$ 1,000.00	$ 1,102.10	$ 6.62
HypotheticalA		$ 1,000.00	$ 1,018.50	$ 6.36

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)	4.8	4.4
Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan, Semiconductors & Semiconductor Equipment)	2.8	1.2
America Movil S.A.B. de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)	1.5	0.0
Itau Unibanco Holding SA sponsored ADR (Brazil, Commercial Banks)	1.4	1.5
Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR (Brazil, Beverages)	1.4	1.4
	11.9
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	23.4	22.3
Consumer Discretionary	18.9	18.0
Information Technology	16.0	13.5
Consumer Staples	14.1	11.0
Industrials	12.9	9.5
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
Brazil	11.7	12.1
India	10.3	7.8
Korea (South)	8.7	13.4
Indonesia	7.5	7.2
Mexico	7.2	3.1

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 98.8%		Stocks and Investment Companies 98.5%
	Short-Term Investments and Net Other Assets (Liabilities) 1.2%		Short-Term Investments and Net Other Assets (Liabilities) 1.5%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.0%
	Shares		Value
Bailiwick of Jersey - 0.3%
WPP PLC	96,000		$ 1,587,104
Bermuda - 1.7%
Brilliance China Automotive Holdings Ltd. (a)	1,944,000		2,379,851
Credicorp Ltd. (NY Shares)	21,750		3,275,333
Jardine Matheson Holdings Ltd.	29,200		1,895,956
TOTAL BERMUDA			7,551,140
Brazil - 11.3%
BM&F Bovespa SA	498,000		3,457,314
BR Malls Participacoes SA	231,700		2,733,035
BTG Pactual Participations Ltd. unit	127,700		2,104,345
CCR SA	305,200		2,986,788
Cielo SA	119,880		3,161,848
Companhia Brasileira de Distribuicao Grupo Pao de Acucar sponsored ADR (d)	51,351		2,853,062
Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR	148,976		6,259,972
Iguatemi Empresa de Shopping Centers SA	156,300		1,867,866
Itau Unibanco Holding SA sponsored ADR	381,099		6,413,896
Localiza Rent A Car SA	122,100		2,168,904
Multiplan Empreendimentos Imobiliarios SA	88,208		2,517,835
Multiplus SA	124,200		2,047,290
Qualicorp SA (a)	226,300		2,203,336
Souza Cruz SA	184,300		2,830,708
Tegma Gestao Logistica SA	121,600		1,633,691
Totvs SA	114,447		2,151,941
Ultrapar Participacoes SA	115,200		3,066,050
Weg SA	32,700		432,786
TOTAL BRAZIL			50,890,667
British Virgin Islands - 0.4%
Mail.Ru Group Ltd. GDR (e)	66,700		1,800,900
Canada - 0.0%
Ivanplats Ltd. (e)	84,516		251,673
Cayman Islands - 3.7%
Baidu.com, Inc. sponsored ADR (a)	25,283		2,170,546
Biostime International Holdings Ltd.	310,500		1,788,541
Eurasia Drilling Co. Ltd. GDR (Reg. S)	56,063		2,192,063
Haitian International Holdings Ltd.	1,385,000		2,370,160
Common Stocks - continued
	Shares		Value
Cayman Islands - continued
Sands China Ltd.	372,400		$ 1,953,143
Tencent Holdings Ltd.	180,900		6,205,496
TOTAL CAYMAN ISLANDS			16,679,949
Chile - 0.5%
Compania Cervecerias Unidas SA sponsored ADR (d)	63,926		2,207,365
China - 2.0%
China Pacific Insurance Group Co. Ltd. (H Shares)	831,000		2,987,687
Dongfeng Motor Group Co. Ltd. (H Shares)	1,632,000		2,431,128
Ping An Insurance (Group) Co. of China Ltd. (H Shares)	465,500		3,686,137
TOTAL CHINA			9,104,952
Colombia - 1.0%
Almacenes Exito SA	122,863		2,014,187
Grupo de Inversiones Suramerica	118,465		2,499,010
TOTAL COLOMBIA			4,513,197
Denmark - 0.4%
Novo Nordisk A/S Series B sponsored ADR	10,707		1,891,177
Finland - 0.9%
Kone Oyj (B Shares)	24,000		2,119,236
Nokian Tyres PLC	44,300		1,920,582
TOTAL FINLAND			4,039,818
France - 1.6%
Christian Dior SA	10,964		1,911,007
LVMH Moet Hennessy - Louis Vuitton SA	11,112		1,924,364
PPR SA	7,200		1,583,975
Sanofi SA sponsored ADR	34,700		1,851,245
TOTAL FRANCE			7,270,591
Germany - 0.4%
SAP AG	20,851		1,662,282
Ghana - 0.9%
Ecobank Transnational, Inc.	41,798,500		3,968,212
Hong Kong - 0.9%
AIA Group Ltd.	455,200		2,020,791
Galaxy Entertainment Group Ltd. (a)	486,000		2,176,311
TOTAL HONG KONG			4,197,102
India - 10.3%
Asian Paints India Ltd.	25,860		2,254,952
Common Stocks - continued
	Shares		Value
India - continued
Bajaj Auto Ltd.	68,185		$ 2,388,285
CRISIL Ltd.	109,073		1,815,344
Cummins India Ltd.	207,442		1,975,114
HDFC Bank Ltd.	334,071		4,256,805
Hindustan Unilever Ltd.	350,973		3,816,672
Housing Development Finance Corp. Ltd. (a)	298,187		4,707,894
ITC Ltd.	608,970		3,730,274
Jubilant Foodworks Ltd. (a)	91,906		1,899,493
Maruti Suzuki India Ltd.	67,503		2,189,610
Sun Pharmaceutical Industries Ltd.	165,496		2,931,824
Sun TV Ltd.	240,753		1,869,608
Tata Consultancy Services Ltd.	131,724		3,382,106
Tata Motors Ltd.	467,022		2,585,887
Titan Industries Ltd. (a)	438,867		2,212,933
TTK Prestige Ltd. (a)	28,933		1,879,042
United Spirits Ltd. (a)	64,227		2,645,109
TOTAL INDIA			46,540,952
Indonesia - 7.5%
PT Astra International Tbk	4,981,000		3,765,521
PT Bank Central Asia Tbk	3,334,500		3,686,892
PT Bank Rakyat Indonesia Tbk	3,592,500		3,473,328
PT Global Mediacom Tbk	8,869,500		1,984,173
PT Indocement Tunggal Prakarsa Tbk	1,026,500		2,787,302
PT Jasa Marga Tbk	3,543,000		2,441,559
PT Kalbe Farma Tbk	17,219,500		2,461,821
PT Media Nusantara Citra Tbk	6,977,000		2,242,539
PT Mitra Adiperkasa Tbk	2,379,000		2,018,690
PT Semen Gresik (Persero) Tbk	1,439,000		2,723,327
PT Surya Citra Media Tbk	7,130,000		2,053,377
PT Tower Bersama Infrastructure Tbk (a)	3,493,000		2,029,870
PT United Tractors Tbk	1,200,500		2,191,703
TOTAL INDONESIA			33,860,102
Ireland - 0.5%
Dragon Oil PLC	230,494		2,266,380
Italy - 0.4%
Prada SpA	215,800		1,945,221
Japan - 0.4%
Fanuc Corp.	12,300		1,856,712
Korea (South) - 8.7%
Hotel Shilla Co.	40,192		2,123,414
Common Stocks - continued
	Shares		Value
Korea (South) - continued
Hyundai Mobis	15,619		$ 3,544,584
Hyundai Motor Co.	30,826		5,582,543
LG Household & Health Care Ltd.	4,780		2,685,904
NHN Corp.	12,622		3,391,501
Samsung Electronics Co. Ltd.	15,809		21,813,228
TOTAL KOREA (SOUTH)			39,141,174
Malaysia - 0.8%
Bumiputra-Commerce Holdings Bhd	1,435,000		3,650,583
Mexico - 7.2%
America Movil S.A.B. de CV Series L sponsored ADR	316,454		6,765,787
Banregio Grupo Financiero SA	310,465		1,712,859
Bolsa Mexicana de Valores SA de CV	593,520		1,616,962
Coca-Cola FEMSA S.A.B. de CV Series L	172,100		2,779,867
Fomento Economico Mexicano S.A.B. de CV unit	406,300		4,620,703
Grupo Aeroportuario del Pacifico SA de CV Series B	310,843		1,779,457
Grupo Financiero Banorte S.A.B. de CV Series O	497,900		3,754,455
Grupo Mexico SA de CV Series B	966,300		3,458,603
Grupo Televisa SA de CV	675,500		3,429,711
Mexichem S.A.B. de CV	480,661		2,449,957
TOTAL MEXICO			32,368,361
Netherlands - 1.4%
ASML Holding NV (Netherlands) (d)	26,032		1,937,117
Heineken NV (Bearer) (d)	24,362		1,720,319
Yandex NV (a)	97,400		2,507,076
TOTAL NETHERLANDS			6,164,512
Nigeria - 1.0%
Guaranty Trust Bank PLC GDR (Reg. S)	283,254		2,322,683
Nigerian Breweries PLC	1,919,907		2,003,751
TOTAL NIGERIA			4,326,434
Panama - 0.5%
Copa Holdings SA Class A	18,052		2,266,970
Philippines - 3.8%
Alliance Global Group, Inc.	3,851,200		2,216,720
Ayala Corp.	163,150		2,539,870
International Container Terminal Services, Inc.	1,005,340		2,246,297
Metropolitan Bank & Trust Co.	791,950		2,394,603
Security Bank Corp.	472,430		2,262,616
Common Stocks - continued
	Shares		Value
Philippines - continued
SM Investments Corp.	100,100		$ 2,783,594
SM Prime Holdings, Inc.	5,367,600		2,607,213
TOTAL PHILIPPINES			17,050,913
Russia - 2.9%
Magnit OJSC GDR (Reg. S)	75,600		3,855,600
NOVATEK OAO GDR (Reg. S)	29,500		2,985,400
Sberbank (Savings Bank of the Russian Federation) (a)	1,932,800		6,147,116
TOTAL RUSSIA			12,988,116
South Africa - 7.0%
Aspen Pharmacare Holdings Ltd.	139,430		3,028,351
Barloworld Ltd.	216,184		2,264,590
Bidvest Group Ltd.	121,700		3,164,865
Clicks Group Ltd.	289,437		1,844,965
Discovery Ltd.	281,189		2,561,363
Imperial Holdings Ltd.	122,236		2,706,669
Life Healthcare Group Holdings Ltd.	669,929		2,830,223
Mr Price Group Ltd.	185,900		2,672,021
Nampak Ltd.	617,000		2,267,639
Naspers Ltd. Class N	76,500		5,119,324
Shoprite Holdings Ltd.	158,400		3,002,424
TOTAL SOUTH AFRICA			31,462,434
Sweden - 0.3%
Atlas Copco AB (A Shares)	60,500		1,592,535
Switzerland - 1.7%
Compagnie Financiere Richemont SA Series A	24,977		2,017,394
Schindler Holding AG (Reg.)	12,650		1,851,651
Swatch Group AG (Bearer)	3,510		2,010,190
Syngenta AG (Switzerland)	4,414		1,887,071
TOTAL SWITZERLAND			7,766,306
Taiwan - 2.8%
Taiwan Semiconductor Manufacturing Co. Ltd.	3,444,000		12,791,706
Thailand - 2.9%
Airports of Thailand PCL (For. Reg.)	450,900		2,219,934
BEC World PCL (For. Reg.)	932,800		2,129,390
Kasikornbank PCL (For. Reg.)	504,700		3,714,317
Siam Commercial Bank PCL (For. Reg.)	553,700		3,508,968
Thai Beverage PCL	3,474,000		1,706,398
TOTAL THAILAND			13,279,007
Common Stocks - continued
	Shares		Value
Turkey - 3.3%
Coca-Cola Icecek A/S	78,050		$ 2,176,823
Enka Insaat ve Sanayi A/S	735,000		2,271,315
Koc Holding A/S	446,000		2,699,261
TAV Havalimanlari Holding A/S	243,000		1,714,656
Tupras Turkiye Petrol Rafinelleri A/S	90,000		2,510,110
Turkiye Garanti Bankasi A/S	687,375		3,795,851
TOTAL TURKEY			15,168,016
United Kingdom - 2.9%
Aggreko PLC	68,902		1,907,255
British American Tobacco PLC (United Kingdom)	34,400		1,906,973
Burberry Group PLC	88,900		1,844,920
Diageo PLC	60,501		1,847,555
InterContinental Hotel Group PLC	64,262		1,898,693
Prudential PLC	112,311		1,931,140
Standard Chartered PLC (United Kingdom)	69,810		1,753,465
TOTAL UNITED KINGDOM			13,090,001
United States of America - 5.7%
American Tower Corp.	23,657		1,986,951
Colgate-Palmolive Co.	15,336		1,831,272
Cummins, Inc.	16,753		1,782,352
FMC Corp.	31,761		1,927,893
Google, Inc. Class A (a)	2,500		2,061,425
MasterCard, Inc. Class A	4,000		2,211,720
Mead Johnson Nutrition Co. Class A	24,430		1,981,029
Philip Morris International, Inc.	20,700		1,978,713
QUALCOMM, Inc.	28,935		1,782,975
Southern Copper Corp.	73,600		2,453,088
Tupperware Brands Corp.	19,300		1,549,790
Visa, Inc. Class A	12,900		2,173,134
Yum! Brands, Inc.	29,635		2,018,736
TOTAL UNITED STATES OF AMERICA			25,739,078
TOTAL COMMON STOCKS (Cost $386,525,868)		442,931,642
Nonconvertible Preferred Stocks - 0.8%
Brazil - 0.4%
Marcopolo SA (PN)	263,400		1,752,270
Nonconvertible Preferred Stocks - continued
	Shares		Value
Colombia - 0.4%
Banco Davivienda SA	130,644		$ 1,748,044
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $3,586,552)		3,500,314
Money Market Funds - 2.6%
Fidelity Cash Central Fund, 0.13% (b)	4,256,623		4,256,623
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	7,385,325		7,385,325
TOTAL MONEY MARKET FUNDS (Cost $11,641,948)		11,641,948
TOTAL INVESTMENT PORTFOLIO - 101.4% (Cost $401,754,368)			458,073,904
NET OTHER ASSETS (LIABILITIES) - (1.4)%			(6,307,308)
NET ASSETS - 100%		$ 451,766,596

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $2,052,573 or 0.5% 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	$ 4,305
Fidelity Securities Lending Cash Central Fund	23,539
Total	$ 27,844

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 85,549,223	$ 75,234,552	$ 8,261,294	$ 2,053,377
Consumer Staples	64,088,186	60,333,658	3,754,528	-
Energy	13,020,003	13,020,003	-	-
Financials	105,480,783	99,292,838	6,187,945	-
Health Care	17,197,977	17,197,977	-	-
Industrials	58,633,621	56,776,909	1,856,712	-
Information Technology	71,205,001	54,813,896	16,391,105	-
Materials	22,461,505	20,574,434	1,887,071	-
Telecommunication Services	8,795,657	8,795,657	-	-
Money Market Funds	11,641,948	11,641,948	-	-
Total Investments in Securities:	$ 458,073,904	$ 417,681,872	$ 38,338,655	$ 2,053,377

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $7,148,272) - See accompanying schedule: Unaffiliated issuers (cost $390,112,420)	$ 446,431,956
Fidelity Central Funds (cost $11,641,948)	11,641,948
Total Investments (cost $401,754,368)		$ 458,073,904
Foreign currency held at value (cost $372,300)		372,301
Receivable for investments sold		2,071,723
Receivable for fund shares sold		296,272
Dividends receivable		1,427,649
Distributions receivable from Fidelity Central Funds		14,122
Prepaid expenses		316
Other receivables		104,732
Total assets		462,361,019
Liabilities
Payable for investments purchased	$ 1,633,958
Payable for fund shares redeemed	910,432
Accrued management fee	297,323
Distribution and service plan fees payable	125,294
Other affiliated payables	123,260
Other payables and accrued expenses	118,831
Collateral on securities loaned, at value	7,385,325
Total liabilities		10,594,423
Net Assets		$ 451,766,596
Net Assets consist of:
Paid in capital		$ 462,986,834
Undistributed net investment income		81,822
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(67,624,535)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		56,322,475
Net Assets		$ 451,766,596

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

Semiannual Report

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($164,620,685 ÷ 7,366,583 shares)		$ 22.35
Maximum offering price per share (100/94.25 of $22.35)		$ 23.71
Class T: Net Asset Value and redemption price per share ($60,905,927 ÷ 2,730,310 shares)		$ 22.31
Maximum offering price per share (100/96.50 of $22.31)		$ 23.12
Class B: Net Asset Value and offering price per share ($13,953,210 ÷ 636,233 shares)A		$ 21.93
Class C: Net Asset Value and offering price per share ($66,825,641 ÷ 3,053,911 shares)A		$ 21.88
Institutional Class: Net Asset Value, offering price and redemption price per share ($145,461,133 ÷ 6,488,546 shares)		$ 22.42

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 4,252,604
Interest		101
Income from Fidelity Central Funds		27,844
Income before foreign taxes withheld		4,280,549
Less foreign taxes withheld		(357,899)
Total income		3,922,650
Expenses
Management fee	$ 1,812,648
Transfer agent fees	628,743
Distribution and service plan fees	764,278
Accounting and security lending fees	116,949
Custodian fees and expenses	308,944
Independent trustees' compensation	1,436
Registration fees	59,412
Audit	47,618
Legal	877
Miscellaneous	1,823
Total expenses before reductions	3,742,728
Expense reductions	(190,478)	3,552,250
Net investment income (loss)		370,400
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	26,565,808
Foreign currency transactions	(160,355)
Total net realized gain (loss)		26,405,453
Change in net unrealized appreciation (depreciation) on: Investment securities	15,740,729
Assets and liabilities in foreign currencies	19,648
Total change in net unrealized appreciation (depreciation)		15,760,377
Net gain (loss)		42,165,830
Net increase (decrease) in net assets resulting from operations		$ 42,536,230

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

Semiannual Report

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 370,400	$ 4,802,006
Net realized gain (loss)	26,405,453	(16,225,115)
Change in net unrealized appreciation (depreciation)	15,760,377	13,507,093
Net increase (decrease) in net assets resulting from operations	42,536,230	2,083,984
Distributions to shareholders from net investment income	(3,939,467)	(3,344,878)
Share transactions - net increase (decrease)	(33,607,861)	(68,179,764)
Redemption fees	20,763	103,376
Total increase (decrease) in net assets	5,009,665	(69,337,282)
Net Assets
Beginning of period	446,756,931	516,094,213
End of period (including undistributed net investment income of $81,822 and undistributed net investment income of $3,650,889, respectively)	$ 451,766,596	$ 446,756,931

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.51	$ 20.50	$ 23.71	$ 19.20	$ 12.59	$ 32.75
Income from Investment Operations
Net investment income (loss) E	.02	.22	.21	.12	.10	.24
Net realized and unrealized gain (loss)	2.02	(.06)	(3.19)	4.59	6.64	(19.61)
Total from investment operations	2.04	.16	(2.98)	4.71	6.74	(19.37)
Distributions from net investment income	(.20)	(.15)	(.11)	(.07)	(.14)	(.02)
Distributions from net realized gain	-	-	(.13)	(.13)	-	(.79)
Total distributions	(.20)	(.15)	(.24)	(.20)	(.14)	(.81)
Redemption fees added to paid in capital E	- I	- I	.01	- I	.01	.02
Net asset value, end of period	$ 22.35	$ 20.51	$ 20.50	$ 23.71	$ 19.20	$ 12.59
Total Return B, C, D	10.01%	.80%	(12.69)%	24.69%	54.54%	(60.55)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.60% A	1.54%	1.54%	1.56%	1.60%	1.59%
Expenses net of fee waivers, if any	1.60% A	1.54%	1.54%	1.56%	1.60%	1.59%
Expenses net of all reductions	1.51% A	1.48%	1.47%	1.50%	1.53%	1.53%
Net investment income (loss)	.23% A	1.07%	.92%	.59%	.70%	.94%
Supplemental Data
Net assets, end of period (000 omitted)	$ 164,621	$ 160,464	$ 202,477	$ 286,970	$ 216,187	$ 122,911
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.44	$ 20.43	$ 23.61	$ 19.14	$ 12.49	$ 32.52
Income from Investment Operations
Net investment income (loss) E	- I	.16	.15	.07	.07	.17
Net realized and unrealized gain (loss)	2.01	(.06)	(3.18)	4.57	6.64	(19.48)
Total from investment operations	2.01	.10	(3.03)	4.64	6.71	(19.31)
Distributions from net investment income	(.14)	(.09)	(.04)	(.04)	(.07)	-
Distributions from net realized gain	-	-	(.13)	(.13)	-	(.74)
Total distributions	(.14)	(.09)	(.16) J	(.17)	(.07)	(.74)
Redemption fees added to paid in capital E	- I	- I	.01	- I	.01	.02
Net asset value, end of period	$ 22.31	$ 20.44	$ 20.43	$ 23.61	$ 19.14	$ 12.49
Total Return B, C, D	9.87%	.49%	(12.89)%	24.38%	54.17%	(60.66)%
Ratios to Average Net Assets F, H
Expenses before reductions	1.85% A	1.80%	1.79%	1.81%	1.87%	1.84%
Expenses net of fee waivers, if any	1.85% A	1.80%	1.79%	1.81%	1.85%	1.84%
Expenses net of all reductions	1.77% A	1.73%	1.73%	1.76%	1.78%	1.79%
Net investment income (loss)	(.03)% A	.81%	.66%	.33%	.44%	.69%
Supplemental Data
Net assets, end of period (000 omitted)	$ 60,906	$ 58,919	$ 73,146	$ 104,417	$ 86,959	$ 47,300
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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.

^J Total distributions of $.16 per share is comprised of distributions from net investment income of $.037 and distributions from net realized gain of $.125 per share.

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

Semiannual Report

Financial Highlights - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.03	$ 20.03	$ 23.14	$ 18.80	$ 12.26	$ 32.03
Income from Investment Operations
Net investment income (loss) E	(.05)	.06	.04	(.03)	(.01)	.04
Net realized and unrealized gain (loss)	1.97	(.06)	(3.12)	4.49	6.55	(19.13)
Total from investment operations	1.92	-	(3.08)	4.46	6.54	(19.09)
Distributions from net investment income	(.02)	-	(.01)	-	-	-
Distributions from net realized gain	-	-	(.03)	(.12)	-	(.70)
Total distributions	(.02)	-	(.03) J	(.12)	-	(.70)
Redemption fees added to paid in capital E	- I	- I	.01	- I	- I	.02
Net asset value, end of period	$ 21.93	$ 20.03	$ 20.03	$ 23.14	$ 18.80	$ 12.26
Total Return B, C, D	9.60%	-%	(13.33)%	23.77%	53.34%	(60.83)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.35% A	2.29%	2.29%	2.32%	2.36%	2.35%
Expenses net of fee waivers, if any	2.35% A	2.29%	2.29%	2.32%	2.35%	2.35%
Expenses net of all reductions	2.26% A	2.23%	2.22%	2.26%	2.28%	2.30%
Net investment income (loss)	(.52)% A	.32%	.16%	(.17)%	(.05)%	.18%
Supplemental Data
Net assets, end of period (000 omitted)	$ 13,953	$ 15,994	$ 21,304	$ 31,159	$ 27,580	$ 17,307
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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.

^J Total distributions of $.03 per share is comprised of distributions from net investment income of $.005 and distributions from net realized gain of $.025 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.00	$ 20.00	$ 23.13	$ 18.80	$ 12.26	$ 32.04
Income from Investment Operations
Net investment income (loss) E	(.05)	.06	.04	(.03)	(.01)	.05
Net realized and unrealized gain (loss)	1.97	(.06)	(3.12)	4.49	6.54	(19.15)
Total from investment operations	1.92	-	(3.08)	4.46	6.53	(19.10)
Distributions from net investment income	(.04)	-	(.01)	-	-	-
Distributions from net realized gain	-	-	(.05)	(.13)	-	(.70)
Total distributions	(.04)	-	(.06)	(.13)	-	(.70)
Redemption fees added to paid in capital E	- I	- I	.01	- I	.01	.02
Net asset value, end of period	$ 21.88	$ 20.00	$ 20.00	$ 23.13	$ 18.80	$ 12.26
Total Return B, C, D	9.59%	-%	(13.33)%	23.80%	53.34%	(60.84)%
Ratios to Average Net Assets F, H
Expenses before reductions	2.35% A	2.29%	2.28%	2.30%	2.34%	2.34%
Expenses net of fee waivers, if any	2.35% A	2.29%	2.28%	2.30%	2.34%	2.34%
Expenses net of all reductions	2.26% A	2.23%	2.22%	2.24%	2.28%	2.29%
Net investment income (loss)	(.52)% A	.32%	.17%	(.15)%	(.05)%	.19%
Supplemental Data
Net assets, end of period (000 omitted)	$ 66,826	$ 65,598	$ 80,855	$ 106,711	$ 83,939	$ 44,878
Portfolio turnover rate G	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 20.61	$ 20.63	$ 23.87	$ 19.29	$ 12.71	$ 33.02
Income from Investment Operations
Net investment income (loss) D	.06	.28	.29	.20	.15	.31
Net realized and unrealized gain (loss)	2.03	(.06)	(3.21)	4.62	6.65	(19.76)
Total from investment operations	2.09	.22	(2.92)	4.82	6.80	(19.45)
Distributions from net investment income	(.28)	(.24)	(.20)	(.11)	(.23)	(.09)
Distributions from net realized gain	-	-	(.13)	(.13)	-	(.79)
Total distributions	(.28)	(.24)	(.33)	(.24)	(.23)	(.88)
Redemption fees added to paid in capital D	- H	- H	.01	- H	.01	.02
Net asset value, end of period	$ 22.42	$ 20.61	$ 20.63	$ 23.87	$ 19.29	$ 12.71
Total Return B, C	10.21%	1.08%	(12.41)%	25.15%	54.97%	(60.42)%
Ratios to Average Net Assets E, G
Expenses before reductions	1.27% A	1.22%	1.21%	1.22%	1.30%	1.27%
Expenses net of fee waivers, if any	1.27% A	1.22%	1.21%	1.22%	1.30%	1.27%
Expenses net of all reductions	1.19% A	1.16%	1.14%	1.17%	1.23%	1.21%
Net investment income (loss)	.56% A	1.39%	1.25%	.93%	.99%	1.26%
Supplemental Data
Net assets, end of period (000 omitted)	$ 145,461	$ 145,782	$ 138,312	$ 184,789	$ 106,713	$ 47,557
Portfolio turnover rate F	151% A	177%	122%	86%	85%	61%

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

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

^H 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 April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Emerging Markets Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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

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

Gross unrealized appreciation	$ 61,117,404
Gross unrealized depreciation	(7,263,096)
Net unrealized appreciation (depreciation) on securities and other investments	$ 53,854,308
Tax cost	$ 404,219,596

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2017	$ (70,963,758)
No expiration
Short-term	(21,715,818)
Total capital loss carryforward	$ (92,679,576)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $335,954,473 and $372,101,676, respectively.

5. 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 .55% of the Fund's average net assets and an annualized 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 .81% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares.

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

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

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 204,454	$ 7,432
Class T	.25%	.25%	151,608	1,451
Class B	.75%	.25%	77,100	57,972
Class C	.75%	.25%	331,116	32,547
			$ 764,278	$ 99,402

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 28,132
Class T	7,603
Class B*	13,351
Class C*	2,046
	$ 51,132

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

	Amount	% of Average Net Assets*
Class A	$ 247,388	.30
Class T	93,813	.31
Class B	23,329	.30
Class C	100,168	.30
Institutional Class	164,045	.23
	$ 628,743

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $620 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $590 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund

Semiannual Report

7. Security Lending - continued

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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $23,539, including $276 from securities loaned to FCM.

8. 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 $190,469 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 $9.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 1,535,570	$ 1,451,148
Class T	390,398	312,643
Class B	16,014	-
Class C	114,064	-
Institutional Class	1,883,421	1,581,087
Total	$ 3,939,467	$ 3,344,878

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	907,288	2,037,152	$ 19,597,868	$ 41,195,109
Reinvestment of distributions	66,573	66,178	1,392,652	1,330,840
Shares redeemed	(1,431,009)	(4,154,283)	(30,812,098)	(83,269,620)
Net increase (decrease)	(457,148)	(2,050,953)	$ (9,821,578)	$ (40,743,671)
Class T
Shares sold	346,737	596,352	$ 7,476,991	$ 12,026,705
Reinvestment of distributions	17,796	14,784	372,006	297,017
Shares redeemed	(516,650)	(1,309,634)	(11,059,674)	(26,275,018)
Net increase (decrease)	(152,117)	(698,498)	$ (3,210,677)	$ (13,951,296)
Class B
Shares sold	29,700	26,111	$ 629,809	$ 526,389
Reinvestment of distributions	627	-	12,965	-
Shares redeemed	(192,504)	(291,336)	(4,070,047)	(5,756,960)
Net increase (decrease)	(162,177)	(265,225)	$ (3,427,273)	$ (5,230,571)
Class C
Shares sold	250,228	549,601	$ 5,283,838	$ 10,991,315
Reinvestment of distributions	4,797	-	98,768	-
Shares redeemed	(480,592)	(1,313,083)	(10,039,242)	(25,757,063)
Net increase (decrease)	(225,567)	(763,482)	$ (4,656,636)	$ (14,765,748)
Institutional Class
Shares sold	560,229	2,860,043	$ 12,125,551	$ 57,283,970
Reinvestment of distributions	84,781	61,950	1,776,730	1,248,917
Shares redeemed	(1,228,322)	(2,554,172)	(26,393,978)	(52,021,365)
Net increase (decrease)	(583,312)	367,821	$ (12,491,697)	$ 6,511,522

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.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Limited

FIL Investment Advisors

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

FAEMI-USAN-0613
1.800640.109

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Overseas

Fund - Class A, Class T, Class B and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.36%
Actual		$ 1,000.00	$ 1,152.90	$ 7.26
HypotheticalA		$ 1,000.00	$ 1,018.05	$ 6.81
Class T	1.53%
Actual		$ 1,000.00	$ 1,152.40	$ 8.17
HypotheticalA		$ 1,000.00	$ 1,017.21	$ 7.65
Class B	2.11%
Actual		$ 1,000.00	$ 1,149.10	$ 11.24
HypotheticalA		$ 1,000.00	$ 1,014.33	$ 10.54
Class C	2.11%
Actual		$ 1,000.00	$ 1,148.20	$ 11.24
HypotheticalA		$ 1,000.00	$ 1,014.33	$ 10.54
Institutional Class	1.01%
Actual		$ 1,000.00	$ 1,155.30	$ 5.40
HypotheticalA		$ 1,000.00	$ 1,019.79	$ 5.06

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Nestle SA (Switzerland, Food Products)	2.9	2.8
Sanofi SA (France, Pharmaceuticals)	2.6	2.9
Novo Nordisk A/S Series B (Denmark, Pharmaceuticals)	2.0	2.7
HSBC Holdings PLC (United Kingdom, Commercial Banks)	1.9	1.8
SAP AG (Germany, Software)	1.7	1.8
	11.1
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	21.7	16.6
Financials	18.0	17.9
Consumer Staples	14.8	15.6
Information Technology	11.7	12.0
Health Care	9.6	9.9
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United Kingdom	23.8	24.2
Japan	18.6	12.9
France	10.4	12.4
Switzerland	8.2	8.4
Germany	6.4	7.2

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 99.3%		Stocks 98.7%
	Short-Term Investments and Net Other Assets (Liabilities) 0.7%		Short-Term Investments and Net Other Assets (Liabilities) 1.3%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.8%
	Shares		Value (000s)
Australia - 3.7%
BHP Billiton Ltd.	211,768		$ 7,119
Carsales.com Ltd.	135,616		1,360
CSL Ltd.	128,803		8,407
Fortescue Metals Group Ltd.	208,017		755
Macquarie Group Ltd.	43,810		1,780
Westfield Group unit	426,827		5,155
TOTAL AUSTRALIA			24,576
Bailiwick of Jersey - 0.8%
Experian PLC	98,500		1,732
WPP PLC	207,496		3,430
TOTAL BAILIWICK OF JERSEY			5,162
Belgium - 0.5%
Ageas	35,290		1,293
KBC Groupe SA	13,159		516
UCB SA	29,600		1,749
TOTAL BELGIUM			3,558
Bermuda - 0.8%
Clear Media Ltd.	1,278,000		922
Oriental Watch Holdings Ltd.	2,992,000		975
Signet Jewelers Ltd.	53,200		3,656
TOTAL BERMUDA			5,553
Brazil - 0.7%
Anhanguera Educacional Participacoes SA	81,400		1,465
Cielo SA	111,480		2,940
TOTAL BRAZIL			4,405
British Virgin Islands - 0.6%
Gem Diamonds Ltd. (a)	339,700		690
Mail.Ru Group Ltd.:
GDR (e)	4,200		113
GDR (Reg. S)	113,200		3,056
TOTAL BRITISH VIRGIN ISLANDS			3,859
Canada - 0.0%
Bauer Performance Sports Ltd. (a)	23,000		265
Cayman Islands - 3.3%
Baidu.com, Inc. sponsored ADR (a)	12,000		1,030
Biostime International Holdings Ltd.	470,500		2,710
Bitauto Holdings Ltd. ADR (a)	119,600		1,360
Common Stocks - continued
	Shares		Value (000s)
Cayman Islands - continued
Greatview Aseptic Pack Co. Ltd.	1,720,000		$ 1,028
Hengdeli Holding Ltd.	9,590,000		2,793
Noah Holdings Ltd. sponsored ADR	129,100		985
SouFun Holdings Ltd. ADR (d)	144,800		3,705
Tencent Holdings Ltd.	234,900		8,058
YouKu.com, Inc. ADR (a)(d)	38,800		786
TOTAL CAYMAN ISLANDS			22,455
Denmark - 2.1%
Danske Bank A/S (a)	51,111		966
Novo Nordisk A/S:
Series B	3,763		662
Series B sponsored ADR	71,600		12,647
TOTAL DENMARK			14,275
France - 10.4%
Atos Origin SA	8,587		598
AXA SA	39,958		748
AXA SA sponsored ADR	67,200		1,253
Beneteau SA (a)	86,400		905
BNP Paribas SA	62,616		3,489
Bollore	2,700		1,138
Club Mediterranee SA (a)	53,000		900
Danone SA	126,722		9,681
Edenred SA	49,400		1,645
Essilor International SA	16,245		1,828
Gameloft Se (a)	239,900		1,611
Iliad SA	11,930		2,727
Ipsos SA	57,360		1,922
Lafarge SA (Bearer)	16,200		1,047
LVMH Moet Hennessy - Louis Vuitton SA	38,951		6,745
Pernod Ricard SA	43,200		5,348
PPR SA	19,800		4,356
Safran SA	52,800		2,593
Sanofi SA	80,690		8,724
Sanofi SA sponsored ADR	158,900		8,477
Societe Generale Series A	35,613		1,294
Total SA	47,000		2,366
TOTAL FRANCE			69,395
Germany - 4.9%
adidas AG	31,900		3,331
Allianz AG (d)	31,366		4,629
Common Stocks - continued
	Shares		Value (000s)
Germany - continued
Bayer AG (d)	55,540		$ 5,794
Commerzbank AG (a)(d)	23,500		316
Deutsche Bank AG	24,700		1,137
Deutsche Boerse AG	36,969		2,308
GSW Immobilien AG	25,200		1,011
Linde AG	13,429		2,540
SAP AG	122,325		9,752
SAP AG sponsored ADR (d)	13,600		1,086
Tom Tailor Holding AG	28,200		601
TOTAL GERMANY			32,505
Hong Kong - 1.1%
AIA Group Ltd.	970,800		4,310
Television Broadcasts Ltd.	370,000		2,787
TOTAL HONG KONG			7,097
Ireland - 3.4%
C&C Group PLC	1,093,800		6,799
CRH PLC	220,132		4,740
Glanbia PLC	184,500		2,466
Kingspan Group PLC (United Kingdom)	298,900		3,609
Paddy Power PLC (Ireland)	59,800		5,036
TOTAL IRELAND			22,650
Isle of Man - 0.3%
Playtech Ltd.	184,213		1,754
Israel - 0.2%
Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.	33,700		1,557
Italy - 1.4%
Assicurazioni Generali SpA	71,400		1,310
Brunello Cucinelli SpA	4,900		105
ENI SpA	96,700		2,308
ENI SpA sponsored ADR	22,300		1,066
Moleskine SpA	218,700		526
Tod's SpA	28,413		4,124
TOTAL ITALY			9,439
Japan - 18.6%
Cosmos Pharmaceutical Corp.	53,100		5,922
DENSO Corp.	33,000		1,480
Dentsu, Inc.	183,300		6,372
EPS Co. Ltd.	944		1,496
Common Stocks - continued
	Shares		Value (000s)
Japan - continued
Fuji Media Holdings, Inc.	689		$ 1,498
Hitachi Ltd.	1,080,000		6,902
Honda Motor Co. Ltd.	136,100		5,431
Japan Tobacco, Inc.	123,500		4,668
Keyence Corp.	17,800		5,649
Komatsu Ltd.	97,400		2,669
Makita Corp.	31,700		1,934
Mitsubishi Corp.	152,100		2,738
Mitsubishi Electric Corp.	318,000		3,032
Mitsubishi UFJ Financial Group, Inc.	1,339,900		9,091
Mitsubishi UFJ Financial Group, Inc. sponsored ADR	179,900		1,220
MS&AD Insurance Group Holdings, Inc.	75,400		2,023
Nomura Holdings, Inc.	204,200		1,669
Nomura Holdings, Inc. sponsored ADR	37,320		306
ORIX Corp.	580,800		8,912
Rakuten, Inc.	855,000		9,120
Ship Healthcare Holdings, Inc.	41,500		1,597
SMC Corp.	8,900		1,784
Softbank Corp.	204,500		10,142
Sumitomo Mitsui Financial Group, Inc.	154,100		7,284
Suzuki Motor Corp.	54,400		1,398
Tokio Marine Holdings, Inc.	59,300		1,885
Toyota Motor Corp.	133,900		7,771
Toyota Motor Corp. sponsored ADR	20,200		2,349
Tsuruha Holdings, Inc.	38,200		3,722
Yahoo! Japan Corp.	8,222		4,131
TOTAL JAPAN			124,195
Kenya - 0.1%
East African Breweries Ltd.	116,216		423
Korea (South) - 1.5%
Hotel Shilla Co.	98,252		5,191
Samsung Electronics Co. Ltd.	3,353		4,626
TOTAL KOREA (SOUTH)			9,817
Netherlands - 1.5%
AEGON NV	109,900		734
ASML Holding NV	18,557		1,380
ING Groep NV:
(Certificaten Van Aandelen) (a)	173,010		1,425
sponsored ADR (a)(d)	59,300		487
Common Stocks - continued
	Shares		Value (000s)
Netherlands - continued
Koninklijke Philips Electronics NV	181,106		$ 5,013
Yandex NV (a)	50,800		1,308
TOTAL NETHERLANDS			10,347
Nigeria - 0.2%
Guinness Nigeria PLC	395,662		664
Nigerian Breweries PLC	1,015,224		1,060
TOTAL NIGERIA			1,724
Norway - 1.6%
DnB ASA	184,200		3,011
Schibsted ASA (B Shares)	143,100		6,216
StatoilHydro ASA	9,400		230
StatoilHydro ASA sponsored ADR	55,700		1,365
TOTAL NORWAY			10,822
Philippines - 0.3%
Alliance Global Group, Inc.	3,777,700		2,174
South Africa - 0.3%
City Lodge Hotels Ltd.	32,800		468
Life Healthcare Group Holdings Ltd.	310,300		1,311
TOTAL SOUTH AFRICA			1,779
Spain - 0.9%
Banco Bilbao Vizcaya Argentaria SA	255,571		2,488
Banco Bilbao Vizcaya Argentaria SA	4,563		44
Banco Santander SA (Spain)	134,620		972
Grifols SA ADR	79,380		2,479
TOTAL SPAIN			5,983
Sweden - 1.5%
Fenix Outdoor AB	9,900		336
Investment AB Kinnevik	29,600		773
Nordea Bank AB	166,600		1,996
Svenska Cellulosa AB (SCA) (B Shares)	219,300		5,695
Swedbank AB (A Shares)	51,612		1,270
TOTAL SWEDEN			10,070
Switzerland - 8.2%
Adecco SA (Reg.)	56,678		3,031
Compagnie Financiere Richemont SA Series A	57,808		4,669
Common Stocks - continued
	Shares		Value (000s)
Switzerland - continued
Credit Suisse Group	51,404		$ 1,428
Nestle SA	272,727		19,449
Roche Holding AG (participation certificate)	5,899		1,474
Sika AG (Bearer)	1,180		2,849
Swatch Group AG (Bearer)	11,550		6,615
Swiss Re Ltd.	19,790		1,574
Syngenta AG (Switzerland)	16,570		7,084
UBS AG	208,359		3,717
UBS AG (NY Shares)	91,277		1,624
Zurich Insurance Group AG	5,614		1,567
TOTAL SWITZERLAND			55,081
Taiwan - 0.4%
MediaTek, Inc.	137,000		1,672
Wowprime Corp.	60,000		847
TOTAL TAIWAN			2,519
Thailand - 0.3%
Thai Beverage PCL	4,673,000		2,295
United Kingdom - 23.8%
Aberdeen Asset Management PLC	352,500		2,457
Aggreko PLC	44,800		1,240
ASOS PLC (a)	82,300		4,091
Aviva PLC	184,200		874
Barclays PLC	934,201		4,169
Barclays PLC sponsored ADR	42,100		757
BG Group PLC	262,018		4,414
BHP Billiton PLC	192,986		5,429
BP PLC sponsored ADR	76,366		3,330
Brammer PLC	470,400		2,605
British Land Co. PLC	302,731		2,796
Burberry Group PLC	150,300		3,119
Centrica PLC	536,600		3,092
Dechra Pharmaceuticals PLC	73,200		816
Diageo PLC	280,410		8,563
Dunelm Group PLC	195,800		2,570
GlaxoSmithKline PLC	218,400		5,635
Hays PLC	1,924,100		2,792
HSBC Holdings PLC:
(United Kingdom)	63,100		691
sponsored ADR	218,733		12,000
Intertek Group PLC	75,800		3,895
Common Stocks - continued
	Shares		Value (000s)
United Kingdom - continued
Johnson Matthey PLC	65,619		$ 2,471
Legal & General Group PLC	392,976		1,035
Lloyds Banking Group PLC (a)	3,901,099		3,314
M&C Saatchi PLC	887,505		3,447
Michael Page International PLC	448,300		2,595
Prudential PLC	125,264		2,154
Reckitt Benckiser Group PLC	60,300		4,399
Rio Tinto PLC	105,332		4,837
Rolls-Royce Group PLC	164,274		2,883
Royal Bank of Scotland Group PLC (a)	120,080		573
Royal Dutch Shell PLC:
Class A (United Kingdom)	188,233		6,408
Class B (United Kingdom)	158,266		5,552
SABMiller PLC	176,200		9,493
Scottish & Southern Energy PLC	108,300		2,619
Standard Chartered PLC (United Kingdom)	146,813		3,688
Sthree PLC	190,600		993
Tesco PLC	674,900		3,839
Travis Perkins PLC	207,300		4,618
Vodafone Group PLC	3,262,069		9,954
William Hill PLC	998,266		6,606
Xstrata PLC	172,600		2,583
TOTAL UNITED KINGDOM			159,396
United States of America - 4.4%
Deckers Outdoor Corp. (a)(d)	57,500		3,169
Dunkin' Brands Group, Inc.	59,700		2,317
GNC Holdings, Inc.	43,100		1,954
Google, Inc. Class A (a)	7,200		5,937
MercadoLibre, Inc. (d)	20,500		2,062
Monsanto Co.	17,800		1,901
priceline.com, Inc. (a)	3,700		2,575
Tiffany & Co., Inc.	47,200		3,478
Visa, Inc. Class A	34,700		5,846
TOTAL UNITED STATES OF AMERICA			29,239
TOTAL COMMON STOCKS (Cost $562,092)		654,369
Nonconvertible Preferred Stocks - 1.5%
	Shares		Value (000s)
Germany - 1.5%
ProSiebenSat.1 Media AG	40,500		$ 1,551
Sartorius AG (non-vtg.)	16,700		1,792
Volkswagen AG (d)	32,300		6,547
TOTAL GERMANY			9,890
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	19,548,606		30
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $8,519)		9,920
Money Market Funds - 3.8%
Fidelity Cash Central Fund, 0.13% (b)	188,726		189
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	25,213,598		25,214
TOTAL MONEY MARKET FUNDS (Cost $25,403)		25,403
TOTAL INVESTMENT PORTFOLIO - 103.1% (Cost $596,014)			689,692
NET OTHER ASSETS (LIABILITIES) - (3.1)%			(20,895)
NET ASSETS - 100%		$ 668,797

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $113,000 or 0.0% 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 (Amounts in thousands)
Fidelity Cash Central Fund	$ 2
Fidelity Securities Lending Cash Central Fund	126
Total	$ 128

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 145,503	$ 109,003	$ 36,500	$ -
Consumer Staples	98,753	56,429	42,324	-
Energy	27,039	10,175	16,864	-
Financials	122,508	67,968	54,540	-
Health Care	64,888	46,774	18,114	-
Industrials	55,269	38,099	17,170	-
Information Technology	76,722	50,288	26,434	-
Materials	45,073	15,864	29,209	-
Telecommunication Services	22,823	2,727	20,096	-
Utilities	5,711	5,711	-	-
Money Market Funds	25,403	25,403	-	-
Total Investments in Securities:	$ 689,692	$ 428,441	$ 261,251	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total (000s)
Level 1 to Level 2	$ 62,321
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $24,321) - See accompanying schedule: Unaffiliated issuers (cost $570,611)	$ 664,289
Fidelity Central Funds (cost $25,403)	25,403
Total Investments (cost $596,014)		$ 689,692
Foreign currency held at value (cost $154)		155
Receivable for investments sold		4,488
Receivable for fund shares sold		246
Dividends receivable		2,541
Distributions receivable from Fidelity Central Funds		48
Other receivables		110
Total assets		697,280
Liabilities
Payable for investments purchased	$ 1,495
Payable for fund shares redeemed	1,058
Accrued management fee	361
Distribution and service plan fees payable	151
Other affiliated payables	146
Other payables and accrued expenses	58
Collateral on securities loaned, at value	25,214
Total liabilities		28,483
Net Assets		$ 668,797
Net Assets consist of:
Paid in capital		$ 703,671
Undistributed net investment income		2,689
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(131,216)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		93,653
Net Assets		$ 668,797

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($64,780 ÷ 3,409.6 shares)		$ 19.00
Maximum offering price per share (100/94.25 of $19.00)		$ 20.16
Class T: Net Asset Value and redemption price per share ($299,072 ÷ 15,337.5 shares)		$ 19.50
Maximum offering price per share (100/96.50 of $19.50)		$ 20.21
Class B: Net Asset Value and offering price per share ($2,736 ÷ 147.5 shares)A		$ 18.55
Class C: Net Asset Value and offering price per share ($16,962 ÷ 906.4 shares)A		$ 18.71
Institutional Class: Net Asset Value, offering price and redemption price per share ($285,247 ÷ 14,729.3 shares)		$ 19.37

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

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

Semiannual Report

Statement of Operations

Amounts in thousands Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 7,222
Income from Fidelity Central Funds		128
Income before foreign taxes withheld		7,350
Less foreign taxes withheld		(449)
Total income		6,901
Expenses
Management fee Basic fee	$ 2,241
Performance adjustment	24
Transfer agent fees	708
Distribution and service plan fees	887
Accounting and security lending fees	159
Custodian fees and expenses	54
Independent trustees' compensation	2
Registration fees	48
Audit	40
Legal	2
Miscellaneous	2
Total expenses before reductions	4,167
Expense reductions	(81)	4,086
Net investment income (loss)		2,815
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	14,597
Foreign currency transactions	(200)
Total net realized gain (loss)		14,397
Change in net unrealized appreciation (depreciation) on: Investment securities	73,393
Assets and liabilities in foreign currencies	26
Total change in net unrealized appreciation (depreciation)		73,419
Net gain (loss)		87,816
Net increase (decrease) in net assets resulting from operations		$ 90,631

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 2,815	$ 9,229
Net realized gain (loss)	14,397	(23,653)
Change in net unrealized appreciation (depreciation)	73,419	44,859
Net increase (decrease) in net assets resulting from operations	90,631	30,435
Distributions to shareholders from net investment income	(8,840)	(10,172)
Distributions to shareholders from net realized gain	(1,437)	-
Total distributions	(10,277)	(10,172)
Share transactions - net increase (decrease)	(19,232)	(148,253)
Redemption fees	7	13
Total increase (decrease) in net assets	61,129	(127,977)
Net Assets
Beginning of period	607,668	735,645
End of period (including undistributed net investment income of $2,689 and undistributed net investment income of $8,714, respectively)	$ 668,797	$ 607,668

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 16.76	$ 16.13	$ 17.77	$ 15.68	$ 13.56	$ 26.85
Income from Investment Operations
Net investment income (loss) E	.07	.23	.16	.17	.24	.38
Net realized and unrealized gain (loss)	2.46	.64	(1.54)	2.16	2.12	(11.56)
Total from investment operations	2.53	.87	(1.38)	2.33	2.36	(11.18)
Distributions from net investment income	(.25)	(.24)	(.21)	(.21)	(.24)	(.33)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.29)	(.24)	(.26)	(.24)	(.24)	(2.11)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 19.00	$ 16.76	$ 16.13	$ 17.77	$ 15.68	$ 13.56
Total Return B,C,D	15.29%	5.51%	(7.95)%	14.99%	17.97%	(45.08)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.36% A	1.33%	1.34%	1.36%	1.36%	1.35%
Expenses net of fee waivers, if any	1.36% A	1.33%	1.34%	1.36%	1.36%	1.35%
Expenses net of all reductions	1.33% A	1.32%	1.32%	1.33%	1.33%	1.32%
Net investment income (loss)	.84% A	1.43%	.90%	1.04%	1.79%	1.83%
Supplemental Data
Net assets, end of period (in millions)	$ 65	$ 60	$ 60	$ 70	$ 72	$ 73
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 17.16	$ 16.50	$ 18.18	$ 16.03	$ 13.84	$ 27.35
Income from Investment Operations
Net investment income (loss) E	.06	.20	.13	.14	.22	.36
Net realized and unrealized gain (loss)	2.53	.66	(1.59)	2.23	2.17	(11.82)
Total from investment operations	2.59	.86	(1.46)	2.37	2.39	(11.46)
Distributions from net investment income	(.21)	(.20)	(.17)	(.19)	(.20)	(.27)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.25)	(.20)	(.22)	(.22)	(.20)	(2.05)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 19.50	$ 17.16	$ 16.50	$ 18.18	$ 16.03	$ 13.84
Total Return B,C,D	15.24%	5.32%	(8.17)%	14.88%	17.70%	(45.18)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.53% A	1.51%	1.52%	1.53%	1.57%	1.51%
Expenses net of fee waivers, if any	1.53% A	1.51%	1.51%	1.53%	1.57%	1.51%
Expenses net of all reductions	1.50% A	1.50%	1.49%	1.50%	1.54%	1.48%
Net investment income (loss)	.67% A	1.25%	.73%	.86%	1.58%	1.67%
Supplemental Data
Net assets, end of period (in millions)	$ 299	$ 271	$ 305	$ 371	$ 367	$ 345
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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 - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 16.25	$ 15.58	$ 17.18	$ 15.16	$ 13.02	$ 25.79
Income from Investment Operations
Net investment income (loss) E	.01	.10	.03	.04	.13	.22
Net realized and unrealized gain (loss)	2.40	.63	(1.51)	2.10	2.08	(11.14)
Total from investment operations	2.41	.73	(1.48)	2.14	2.21	(10.92)
Distributions from net investment income	(.07)	(.06)	(.08)	(.09)	(.07)	(.07)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.11)	(.06)	(.12) J	(.12)	(.07)	(1.85)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 18.55	$ 16.25	$ 15.58	$ 17.18	$ 15.16	$ 13.02
Total Return B,C,D	14.91%	4.72%	(8.67)%	14.15%	17.09%	(45.50)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.11% A	2.09%	2.10%	2.11%	2.12%	2.10%
Expenses net of fee waivers, if any	2.11% A	2.09%	2.09%	2.11%	2.12%	2.10%
Expenses net of all reductions	2.09% A	2.07%	2.07%	2.09%	2.08%	2.08%
Net investment income (loss)	.09% A	.67%	.15%	.28%	1.04%	1.07%
Supplemental Data
Net assets, end of period (in millions)	$ 3	$ 3	$ 4	$ 7	$ 8	$ 10
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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. JTotal distributions of $.12 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $.045 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 16.43	$ 15.78	$ 17.39	$ 15.36	$ 13.22	$ 26.22
Income from Investment Operations
Net investment income (loss) E	.01	.11	.03	.05	.14	.22
Net realized and unrealized gain (loss)	2.41	.64	(1.52)	2.12	2.09	(11.31)
Total from investment operations	2.42	.75	(1.49)	2.17	2.23	(11.09)
Distributions from net investment income	(.10)	(.10)	(.07)	(.11)	(.09)	(.13)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.14)	(.10)	(.12)	(.14)	(.09)	(1.91)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 18.71	$ 16.43	$ 15.78	$ 17.39	$ 15.36	$ 13.22
Total Return B,C,D	14.82%	4.78%	(8.67)%	14.17%	17.06%	(45.50)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.11% A	2.09%	2.09%	2.10%	2.11%	2.09%
Expenses net of fee waivers, if any	2.11% A	2.09%	2.09%	2.10%	2.11%	2.09%
Expenses net of all reductions	2.09% A	2.07%	2.07%	2.08%	2.08%	2.07%
Net investment income (loss)	.09% A	.67%	.15%	.29%	1.05%	1.08%
Supplemental Data
Net assets, end of period (in millions)	$ 17	$ 16	$ 19	$ 22	$ 23	$ 22
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 17.11	$ 16.45	$ 18.10	$ 15.95	$ 13.83	$ 27.35
Income from Investment Operations
Net investment income (loss) D	.11	.29	.23	.22	.29	.45
Net realized and unrealized gain (loss)	2.51	.65	(1.59)	2.23	2.14	(11.78)
Total from investment operations	2.62	.94	(1.36)	2.45	2.43	(11.33)
Distributions from net investment income	(.31)	(.28)	(.24)	(.27)	(.31)	(.41)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.36) I	(.28)	(.29)	(.30)	(.31)	(2.19)
Redemption fees added to paid in capital D,H	-	-	-	-	-	-
Net asset value, end of period	$ 19.37	$ 17.11	$ 16.45	$ 18.10	$ 15.95	$ 13.83
Total Return B,C	15.53%	5.91%	(7.70)%	15.49%	18.32%	(44.92)%
Ratios to Average Net Assets E,G
Expenses before reductions	1.01% A	.99%	1.00%	1.01%	1.06%	1.01%
Expenses net of fee waivers, if any	1.01% A	.99%	.99%	1.01%	1.06%	1.01%
Expenses net of all reductions	.99% A	.97%	.97%	.98%	1.02%	.98%
Net investment income (loss)	1.18% A	1.77%	1.25%	1.39%	2.10%	2.17%
Supplemental Data
Net assets, end of period (in millions)	$ 285	$ 257	$ 349	$ 678	$ 727	$ 551
Portfolio turnover rate F	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Total distributions of $.36 per share is comprised of distributions from net investment income of $.314 and distributions from net realized gain of $.041 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Overseas Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2 is included at the end of the each Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and net asset value (NAV) include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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

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

Gross unrealized appreciation	$ 126,851
Gross unrealized depreciation	(45,693)
Net unrealized appreciation (depreciation) on securities and other investments	$ 81,158
Tax cost	$ 608,534

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3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2017	$ (104,924)
No expiration
Short-term	(11,858)
Long-term	(15,837)
Total no expiration	(27,695)
Total capital loss carryforward	$ (132,619)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $146,370 and $170,146, respectively.

5. 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 77	$ 1
Class T	.25%	.25%	712	7
Class B	.75%	.25%	14	11
Class C	.75%	.25%	84	6
			$ 887	$ 25

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

	Retained by FDC
Class A	$ 3
Class T	1
Class B*	2
Class C*	1
	$ 7

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

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

	Amount	% of Average Net Assets*
Class A	$ 93	.30
Class T	310	.22
Class B	4	.30
Class C	25	.30
Institutional Class	276	.20
	$ 708

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $126. During the period, there were no securities loaned to FCM.

8. 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 $81 for the period.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 874	$ 862
Class T	3,206	3,589
Class B	13	16
Class C	95	112
Institutional Class	4,652	5,593
Total	$ 8,840	$ 10,172
From net realized gain
Class A	$ 144	$ -
Class T	639	-
Class B	7	-
Class C	40	-
Institutional Class	607	-
Total	$ 1,437	$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	197	700	$ 3,521	$ 11,104
Reinvestment of distributions	56	52	948	791
Shares redeemed	(446)	(848)	(7,853)	(13,551)
Net increase (decrease)	(193)	(96)	$ (3,384)	$ (1,656)
Class T
Shares sold	1,485	2,695	$ 27,233	$ 44,183
Reinvestment of distributions	214	223	3,745	3,491
Shares redeemed	(2,143)	(5,589)	(39,146)	(91,072)
Net increase (decrease)	(444)	(2,671)	$ (8,168)	$ (43,398)
Class B
Shares sold	2	2	$ 19	$ 26
Reinvestment of distributions	1	1	18	14
Shares redeemed	(41)	(84)	(703)	(1,311)
Net increase (decrease)	(38)	(81)	$ (666)	$ (1,271)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class C
Shares sold	56	103	$ 985	$ 1,613
Reinvestment of distributions	7	6	120	94
Shares redeemed	(137)	(317)	(2,425)	(4,983)
Net increase (decrease)	(74)	(208)	$ (1,320)	$ (3,276)
Institutional Class
Shares sold	536	2,281	$ 9,680	$ 36,498
Reinvestment of distributions	298	353	5,176	5,475
Shares redeemed	(1,142)	(8,781)	(20,550)	(140,625)
Net increase (decrease)	(308)	(6,147)	$ (5,694)	$ (98,652)

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, Strategic Advisers International II Fund was the owner of record of 14% of the total outstanding shares of the Fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investment Advisors (UK) Limited

FIL Investments (Japan) Limited

FIL Investment Advisors

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

OS-USAN-0613
1.784903.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Overseas

Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.36%
Actual		$ 1,000.00	$ 1,152.90	$ 7.26
HypotheticalA		$ 1,000.00	$ 1,018.05	$ 6.81
Class T	1.53%
Actual		$ 1,000.00	$ 1,152.40	$ 8.17
HypotheticalA		$ 1,000.00	$ 1,017.21	$ 7.65
Class B	2.11%
Actual		$ 1,000.00	$ 1,149.10	$ 11.24
HypotheticalA		$ 1,000.00	$ 1,014.33	$ 10.54
Class C	2.11%
Actual		$ 1,000.00	$ 1,148.20	$ 11.24
HypotheticalA		$ 1,000.00	$ 1,014.33	$ 10.54
Institutional Class	1.01%
Actual		$ 1,000.00	$ 1,155.30	$ 5.40
HypotheticalA		$ 1,000.00	$ 1,019.79	$ 5.06

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Nestle SA (Switzerland, Food Products)	2.9	2.8
Sanofi SA (France, Pharmaceuticals)	2.6	2.9
Novo Nordisk A/S Series B (Denmark, Pharmaceuticals)	2.0	2.7
HSBC Holdings PLC (United Kingdom, Commercial Banks)	1.9	1.8
SAP AG (Germany, Software)	1.7	1.8
	11.1
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	21.7	16.6
Financials	18.0	17.9
Consumer Staples	14.8	15.6
Information Technology	11.7	12.0
Health Care	9.6	9.9
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United Kingdom	23.8	24.2
Japan	18.6	12.9
France	10.4	12.4
Switzerland	8.2	8.4
Germany	6.4	7.2

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 99.3%		Stocks 98.7%
	Short-Term Investments and Net Other Assets (Liabilities) 0.7%		Short-Term Investments and Net Other Assets (Liabilities) 1.3%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.8%
	Shares		Value (000s)
Australia - 3.7%
BHP Billiton Ltd.	211,768		$ 7,119
Carsales.com Ltd.	135,616		1,360
CSL Ltd.	128,803		8,407
Fortescue Metals Group Ltd.	208,017		755
Macquarie Group Ltd.	43,810		1,780
Westfield Group unit	426,827		5,155
TOTAL AUSTRALIA			24,576
Bailiwick of Jersey - 0.8%
Experian PLC	98,500		1,732
WPP PLC	207,496		3,430
TOTAL BAILIWICK OF JERSEY			5,162
Belgium - 0.5%
Ageas	35,290		1,293
KBC Groupe SA	13,159		516
UCB SA	29,600		1,749
TOTAL BELGIUM			3,558
Bermuda - 0.8%
Clear Media Ltd.	1,278,000		922
Oriental Watch Holdings Ltd.	2,992,000		975
Signet Jewelers Ltd.	53,200		3,656
TOTAL BERMUDA			5,553
Brazil - 0.7%
Anhanguera Educacional Participacoes SA	81,400		1,465
Cielo SA	111,480		2,940
TOTAL BRAZIL			4,405
British Virgin Islands - 0.6%
Gem Diamonds Ltd. (a)	339,700		690
Mail.Ru Group Ltd.:
GDR (e)	4,200		113
GDR (Reg. S)	113,200		3,056
TOTAL BRITISH VIRGIN ISLANDS			3,859
Canada - 0.0%
Bauer Performance Sports Ltd. (a)	23,000		265
Cayman Islands - 3.3%
Baidu.com, Inc. sponsored ADR (a)	12,000		1,030
Biostime International Holdings Ltd.	470,500		2,710
Bitauto Holdings Ltd. ADR (a)	119,600		1,360
Common Stocks - continued
	Shares		Value (000s)
Cayman Islands - continued
Greatview Aseptic Pack Co. Ltd.	1,720,000		$ 1,028
Hengdeli Holding Ltd.	9,590,000		2,793
Noah Holdings Ltd. sponsored ADR	129,100		985
SouFun Holdings Ltd. ADR (d)	144,800		3,705
Tencent Holdings Ltd.	234,900		8,058
YouKu.com, Inc. ADR (a)(d)	38,800		786
TOTAL CAYMAN ISLANDS			22,455
Denmark - 2.1%
Danske Bank A/S (a)	51,111		966
Novo Nordisk A/S:
Series B	3,763		662
Series B sponsored ADR	71,600		12,647
TOTAL DENMARK			14,275
France - 10.4%
Atos Origin SA	8,587		598
AXA SA	39,958		748
AXA SA sponsored ADR	67,200		1,253
Beneteau SA (a)	86,400		905
BNP Paribas SA	62,616		3,489
Bollore	2,700		1,138
Club Mediterranee SA (a)	53,000		900
Danone SA	126,722		9,681
Edenred SA	49,400		1,645
Essilor International SA	16,245		1,828
Gameloft Se (a)	239,900		1,611
Iliad SA	11,930		2,727
Ipsos SA	57,360		1,922
Lafarge SA (Bearer)	16,200		1,047
LVMH Moet Hennessy - Louis Vuitton SA	38,951		6,745
Pernod Ricard SA	43,200		5,348
PPR SA	19,800		4,356
Safran SA	52,800		2,593
Sanofi SA	80,690		8,724
Sanofi SA sponsored ADR	158,900		8,477
Societe Generale Series A	35,613		1,294
Total SA	47,000		2,366
TOTAL FRANCE			69,395
Germany - 4.9%
adidas AG	31,900		3,331
Allianz AG (d)	31,366		4,629
Common Stocks - continued
	Shares		Value (000s)
Germany - continued
Bayer AG (d)	55,540		$ 5,794
Commerzbank AG (a)(d)	23,500		316
Deutsche Bank AG	24,700		1,137
Deutsche Boerse AG	36,969		2,308
GSW Immobilien AG	25,200		1,011
Linde AG	13,429		2,540
SAP AG	122,325		9,752
SAP AG sponsored ADR (d)	13,600		1,086
Tom Tailor Holding AG	28,200		601
TOTAL GERMANY			32,505
Hong Kong - 1.1%
AIA Group Ltd.	970,800		4,310
Television Broadcasts Ltd.	370,000		2,787
TOTAL HONG KONG			7,097
Ireland - 3.4%
C&C Group PLC	1,093,800		6,799
CRH PLC	220,132		4,740
Glanbia PLC	184,500		2,466
Kingspan Group PLC (United Kingdom)	298,900		3,609
Paddy Power PLC (Ireland)	59,800		5,036
TOTAL IRELAND			22,650
Isle of Man - 0.3%
Playtech Ltd.	184,213		1,754
Israel - 0.2%
Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.	33,700		1,557
Italy - 1.4%
Assicurazioni Generali SpA	71,400		1,310
Brunello Cucinelli SpA	4,900		105
ENI SpA	96,700		2,308
ENI SpA sponsored ADR	22,300		1,066
Moleskine SpA	218,700		526
Tod's SpA	28,413		4,124
TOTAL ITALY			9,439
Japan - 18.6%
Cosmos Pharmaceutical Corp.	53,100		5,922
DENSO Corp.	33,000		1,480
Dentsu, Inc.	183,300		6,372
EPS Co. Ltd.	944		1,496
Common Stocks - continued
	Shares		Value (000s)
Japan - continued
Fuji Media Holdings, Inc.	689		$ 1,498
Hitachi Ltd.	1,080,000		6,902
Honda Motor Co. Ltd.	136,100		5,431
Japan Tobacco, Inc.	123,500		4,668
Keyence Corp.	17,800		5,649
Komatsu Ltd.	97,400		2,669
Makita Corp.	31,700		1,934
Mitsubishi Corp.	152,100		2,738
Mitsubishi Electric Corp.	318,000		3,032
Mitsubishi UFJ Financial Group, Inc.	1,339,900		9,091
Mitsubishi UFJ Financial Group, Inc. sponsored ADR	179,900		1,220
MS&AD Insurance Group Holdings, Inc.	75,400		2,023
Nomura Holdings, Inc.	204,200		1,669
Nomura Holdings, Inc. sponsored ADR	37,320		306
ORIX Corp.	580,800		8,912
Rakuten, Inc.	855,000		9,120
Ship Healthcare Holdings, Inc.	41,500		1,597
SMC Corp.	8,900		1,784
Softbank Corp.	204,500		10,142
Sumitomo Mitsui Financial Group, Inc.	154,100		7,284
Suzuki Motor Corp.	54,400		1,398
Tokio Marine Holdings, Inc.	59,300		1,885
Toyota Motor Corp.	133,900		7,771
Toyota Motor Corp. sponsored ADR	20,200		2,349
Tsuruha Holdings, Inc.	38,200		3,722
Yahoo! Japan Corp.	8,222		4,131
TOTAL JAPAN			124,195
Kenya - 0.1%
East African Breweries Ltd.	116,216		423
Korea (South) - 1.5%
Hotel Shilla Co.	98,252		5,191
Samsung Electronics Co. Ltd.	3,353		4,626
TOTAL KOREA (SOUTH)			9,817
Netherlands - 1.5%
AEGON NV	109,900		734
ASML Holding NV	18,557		1,380
ING Groep NV:
(Certificaten Van Aandelen) (a)	173,010		1,425
sponsored ADR (a)(d)	59,300		487
Common Stocks - continued
	Shares		Value (000s)
Netherlands - continued
Koninklijke Philips Electronics NV	181,106		$ 5,013
Yandex NV (a)	50,800		1,308
TOTAL NETHERLANDS			10,347
Nigeria - 0.2%
Guinness Nigeria PLC	395,662		664
Nigerian Breweries PLC	1,015,224		1,060
TOTAL NIGERIA			1,724
Norway - 1.6%
DnB ASA	184,200		3,011
Schibsted ASA (B Shares)	143,100		6,216
StatoilHydro ASA	9,400		230
StatoilHydro ASA sponsored ADR	55,700		1,365
TOTAL NORWAY			10,822
Philippines - 0.3%
Alliance Global Group, Inc.	3,777,700		2,174
South Africa - 0.3%
City Lodge Hotels Ltd.	32,800		468
Life Healthcare Group Holdings Ltd.	310,300		1,311
TOTAL SOUTH AFRICA			1,779
Spain - 0.9%
Banco Bilbao Vizcaya Argentaria SA	255,571		2,488
Banco Bilbao Vizcaya Argentaria SA	4,563		44
Banco Santander SA (Spain)	134,620		972
Grifols SA ADR	79,380		2,479
TOTAL SPAIN			5,983
Sweden - 1.5%
Fenix Outdoor AB	9,900		336
Investment AB Kinnevik	29,600		773
Nordea Bank AB	166,600		1,996
Svenska Cellulosa AB (SCA) (B Shares)	219,300		5,695
Swedbank AB (A Shares)	51,612		1,270
TOTAL SWEDEN			10,070
Switzerland - 8.2%
Adecco SA (Reg.)	56,678		3,031
Compagnie Financiere Richemont SA Series A	57,808		4,669
Common Stocks - continued
	Shares		Value (000s)
Switzerland - continued
Credit Suisse Group	51,404		$ 1,428
Nestle SA	272,727		19,449
Roche Holding AG (participation certificate)	5,899		1,474
Sika AG (Bearer)	1,180		2,849
Swatch Group AG (Bearer)	11,550		6,615
Swiss Re Ltd.	19,790		1,574
Syngenta AG (Switzerland)	16,570		7,084
UBS AG	208,359		3,717
UBS AG (NY Shares)	91,277		1,624
Zurich Insurance Group AG	5,614		1,567
TOTAL SWITZERLAND			55,081
Taiwan - 0.4%
MediaTek, Inc.	137,000		1,672
Wowprime Corp.	60,000		847
TOTAL TAIWAN			2,519
Thailand - 0.3%
Thai Beverage PCL	4,673,000		2,295
United Kingdom - 23.8%
Aberdeen Asset Management PLC	352,500		2,457
Aggreko PLC	44,800		1,240
ASOS PLC (a)	82,300		4,091
Aviva PLC	184,200		874
Barclays PLC	934,201		4,169
Barclays PLC sponsored ADR	42,100		757
BG Group PLC	262,018		4,414
BHP Billiton PLC	192,986		5,429
BP PLC sponsored ADR	76,366		3,330
Brammer PLC	470,400		2,605
British Land Co. PLC	302,731		2,796
Burberry Group PLC	150,300		3,119
Centrica PLC	536,600		3,092
Dechra Pharmaceuticals PLC	73,200		816
Diageo PLC	280,410		8,563
Dunelm Group PLC	195,800		2,570
GlaxoSmithKline PLC	218,400		5,635
Hays PLC	1,924,100		2,792
HSBC Holdings PLC:
(United Kingdom)	63,100		691
sponsored ADR	218,733		12,000
Intertek Group PLC	75,800		3,895
Common Stocks - continued
	Shares		Value (000s)
United Kingdom - continued
Johnson Matthey PLC	65,619		$ 2,471
Legal & General Group PLC	392,976		1,035
Lloyds Banking Group PLC (a)	3,901,099		3,314
M&C Saatchi PLC	887,505		3,447
Michael Page International PLC	448,300		2,595
Prudential PLC	125,264		2,154
Reckitt Benckiser Group PLC	60,300		4,399
Rio Tinto PLC	105,332		4,837
Rolls-Royce Group PLC	164,274		2,883
Royal Bank of Scotland Group PLC (a)	120,080		573
Royal Dutch Shell PLC:
Class A (United Kingdom)	188,233		6,408
Class B (United Kingdom)	158,266		5,552
SABMiller PLC	176,200		9,493
Scottish & Southern Energy PLC	108,300		2,619
Standard Chartered PLC (United Kingdom)	146,813		3,688
Sthree PLC	190,600		993
Tesco PLC	674,900		3,839
Travis Perkins PLC	207,300		4,618
Vodafone Group PLC	3,262,069		9,954
William Hill PLC	998,266		6,606
Xstrata PLC	172,600		2,583
TOTAL UNITED KINGDOM			159,396
United States of America - 4.4%
Deckers Outdoor Corp. (a)(d)	57,500		3,169
Dunkin' Brands Group, Inc.	59,700		2,317
GNC Holdings, Inc.	43,100		1,954
Google, Inc. Class A (a)	7,200		5,937
MercadoLibre, Inc. (d)	20,500		2,062
Monsanto Co.	17,800		1,901
priceline.com, Inc. (a)	3,700		2,575
Tiffany & Co., Inc.	47,200		3,478
Visa, Inc. Class A	34,700		5,846
TOTAL UNITED STATES OF AMERICA			29,239
TOTAL COMMON STOCKS (Cost $562,092)		654,369
Nonconvertible Preferred Stocks - 1.5%
	Shares		Value (000s)
Germany - 1.5%
ProSiebenSat.1 Media AG	40,500		$ 1,551
Sartorius AG (non-vtg.)	16,700		1,792
Volkswagen AG (d)	32,300		6,547
TOTAL GERMANY			9,890
United Kingdom - 0.0%
Rolls-Royce Group PLC Class C	19,548,606		30
TOTAL NONCONVERTIBLE PREFERRED STOCKS (Cost $8,519)		9,920
Money Market Funds - 3.8%
Fidelity Cash Central Fund, 0.13% (b)	188,726		189
Fidelity Securities Lending Cash Central Fund, 0.12% (b)(c)	25,213,598		25,214
TOTAL MONEY MARKET FUNDS (Cost $25,403)		25,403
TOTAL INVESTMENT PORTFOLIO - 103.1% (Cost $596,014)			689,692
NET OTHER ASSETS (LIABILITIES) - (3.1)%			(20,895)
NET ASSETS - 100%		$ 668,797

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $113,000 or 0.0% 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 (Amounts in thousands)
Fidelity Cash Central Fund	$ 2
Fidelity Securities Lending Cash Central Fund	126
Total	$ 128

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 145,503	$ 109,003	$ 36,500	$ -
Consumer Staples	98,753	56,429	42,324	-
Energy	27,039	10,175	16,864	-
Financials	122,508	67,968	54,540	-
Health Care	64,888	46,774	18,114	-
Industrials	55,269	38,099	17,170	-
Information Technology	76,722	50,288	26,434	-
Materials	45,073	15,864	29,209	-
Telecommunication Services	22,823	2,727	20,096	-
Utilities	5,711	5,711	-	-
Money Market Funds	25,403	25,403	-	-
Total Investments in Securities:	$ 689,692	$ 428,441	$ 261,251	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total (000s)
Level 1 to Level 2	$ 62,321
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value (including securities loaned of $24,321) - See accompanying schedule: Unaffiliated issuers (cost $570,611)	$ 664,289
Fidelity Central Funds (cost $25,403)	25,403
Total Investments (cost $596,014)		$ 689,692
Foreign currency held at value (cost $154)		155
Receivable for investments sold		4,488
Receivable for fund shares sold		246
Dividends receivable		2,541
Distributions receivable from Fidelity Central Funds		48
Other receivables		110
Total assets		697,280
Liabilities
Payable for investments purchased	$ 1,495
Payable for fund shares redeemed	1,058
Accrued management fee	361
Distribution and service plan fees payable	151
Other affiliated payables	146
Other payables and accrued expenses	58
Collateral on securities loaned, at value	25,214
Total liabilities		28,483
Net Assets		$ 668,797
Net Assets consist of:
Paid in capital		$ 703,671
Undistributed net investment income		2,689
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(131,216)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		93,653
Net Assets		$ 668,797

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($64,780 ÷ 3,409.6 shares)		$ 19.00
Maximum offering price per share (100/94.25 of $19.00)		$ 20.16
Class T: Net Asset Value and redemption price per share ($299,072 ÷ 15,337.5 shares)		$ 19.50
Maximum offering price per share (100/96.50 of $19.50)		$ 20.21
Class B: Net Asset Value and offering price per share ($2,736 ÷ 147.5 shares)A		$ 18.55
Class C: Net Asset Value and offering price per share ($16,962 ÷ 906.4 shares)A		$ 18.71
Institutional Class: Net Asset Value, offering price and redemption price per share ($285,247 ÷ 14,729.3 shares)		$ 19.37

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

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

Semiannual Report

Statement of Operations

Amounts in thousands Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 7,222
Income from Fidelity Central Funds		128
Income before foreign taxes withheld		7,350
Less foreign taxes withheld		(449)
Total income		6,901
Expenses
Management fee Basic fee	$ 2,241
Performance adjustment	24
Transfer agent fees	708
Distribution and service plan fees	887
Accounting and security lending fees	159
Custodian fees and expenses	54
Independent trustees' compensation	2
Registration fees	48
Audit	40
Legal	2
Miscellaneous	2
Total expenses before reductions	4,167
Expense reductions	(81)	4,086
Net investment income (loss)		2,815
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	14,597
Foreign currency transactions	(200)
Total net realized gain (loss)		14,397
Change in net unrealized appreciation (depreciation) on: Investment securities	73,393
Assets and liabilities in foreign currencies	26
Total change in net unrealized appreciation (depreciation)		73,419
Net gain (loss)		87,816
Net increase (decrease) in net assets resulting from operations		$ 90,631

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Six months ended April 30, 2013 (Unaudited)	Year ended October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 2,815	$ 9,229
Net realized gain (loss)	14,397	(23,653)
Change in net unrealized appreciation (depreciation)	73,419	44,859
Net increase (decrease) in net assets resulting from operations	90,631	30,435
Distributions to shareholders from net investment income	(8,840)	(10,172)
Distributions to shareholders from net realized gain	(1,437)	-
Total distributions	(10,277)	(10,172)
Share transactions - net increase (decrease)	(19,232)	(148,253)
Redemption fees	7	13
Total increase (decrease) in net assets	61,129	(127,977)
Net Assets
Beginning of period	607,668	735,645
End of period (including undistributed net investment income of $2,689 and undistributed net investment income of $8,714, respectively)	$ 668,797	$ 607,668

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 16.76	$ 16.13	$ 17.77	$ 15.68	$ 13.56	$ 26.85
Income from Investment Operations
Net investment income (loss) E	.07	.23	.16	.17	.24	.38
Net realized and unrealized gain (loss)	2.46	.64	(1.54)	2.16	2.12	(11.56)
Total from investment operations	2.53	.87	(1.38)	2.33	2.36	(11.18)
Distributions from net investment income	(.25)	(.24)	(.21)	(.21)	(.24)	(.33)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.29)	(.24)	(.26)	(.24)	(.24)	(2.11)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 19.00	$ 16.76	$ 16.13	$ 17.77	$ 15.68	$ 13.56
Total Return B,C,D	15.29%	5.51%	(7.95)%	14.99%	17.97%	(45.08)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.36% A	1.33%	1.34%	1.36%	1.36%	1.35%
Expenses net of fee waivers, if any	1.36% A	1.33%	1.34%	1.36%	1.36%	1.35%
Expenses net of all reductions	1.33% A	1.32%	1.32%	1.33%	1.33%	1.32%
Net investment income (loss)	.84% A	1.43%	.90%	1.04%	1.79%	1.83%
Supplemental Data
Net assets, end of period (in millions)	$ 65	$ 60	$ 60	$ 70	$ 72	$ 73
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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 - Class T

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 17.16	$ 16.50	$ 18.18	$ 16.03	$ 13.84	$ 27.35
Income from Investment Operations
Net investment income (loss) E	.06	.20	.13	.14	.22	.36
Net realized and unrealized gain (loss)	2.53	.66	(1.59)	2.23	2.17	(11.82)
Total from investment operations	2.59	.86	(1.46)	2.37	2.39	(11.46)
Distributions from net investment income	(.21)	(.20)	(.17)	(.19)	(.20)	(.27)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.25)	(.20)	(.22)	(.22)	(.20)	(2.05)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 19.50	$ 17.16	$ 16.50	$ 18.18	$ 16.03	$ 13.84
Total Return B,C,D	15.24%	5.32%	(8.17)%	14.88%	17.70%	(45.18)%
Ratios to Average Net Assets F,H
Expenses before reductions	1.53% A	1.51%	1.52%	1.53%	1.57%	1.51%
Expenses net of fee waivers, if any	1.53% A	1.51%	1.51%	1.53%	1.57%	1.51%
Expenses net of all reductions	1.50% A	1.50%	1.49%	1.50%	1.54%	1.48%
Net investment income (loss)	.67% A	1.25%	.73%	.86%	1.58%	1.67%
Supplemental Data
Net assets, end of period (in millions)	$ 299	$ 271	$ 305	$ 371	$ 367	$ 345
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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 - Class B

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 16.25	$ 15.58	$ 17.18	$ 15.16	$ 13.02	$ 25.79
Income from Investment Operations
Net investment income (loss) E	.01	.10	.03	.04	.13	.22
Net realized and unrealized gain (loss)	2.40	.63	(1.51)	2.10	2.08	(11.14)
Total from investment operations	2.41	.73	(1.48)	2.14	2.21	(10.92)
Distributions from net investment income	(.07)	(.06)	(.08)	(.09)	(.07)	(.07)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.11)	(.06)	(.12) J	(.12)	(.07)	(1.85)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 18.55	$ 16.25	$ 15.58	$ 17.18	$ 15.16	$ 13.02
Total Return B,C,D	14.91%	4.72%	(8.67)%	14.15%	17.09%	(45.50)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.11% A	2.09%	2.10%	2.11%	2.12%	2.10%
Expenses net of fee waivers, if any	2.11% A	2.09%	2.09%	2.11%	2.12%	2.10%
Expenses net of all reductions	2.09% A	2.07%	2.07%	2.09%	2.08%	2.08%
Net investment income (loss)	.09% A	.67%	.15%	.28%	1.04%	1.07%
Supplemental Data
Net assets, end of period (in millions)	$ 3	$ 3	$ 4	$ 7	$ 8	$ 10
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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. JTotal distributions of $.12 per share is comprised of distributions from net investment income of $.079 and distributions from net realized gain of $.045 per share.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 16.43	$ 15.78	$ 17.39	$ 15.36	$ 13.22	$ 26.22
Income from Investment Operations
Net investment income (loss) E	.01	.11	.03	.05	.14	.22
Net realized and unrealized gain (loss)	2.41	.64	(1.52)	2.12	2.09	(11.31)
Total from investment operations	2.42	.75	(1.49)	2.17	2.23	(11.09)
Distributions from net investment income	(.10)	(.10)	(.07)	(.11)	(.09)	(.13)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.14)	(.10)	(.12)	(.14)	(.09)	(1.91)
Redemption fees added to paid in capital E,I	-	-	-	-	-	-
Net asset value, end of period	$ 18.71	$ 16.43	$ 15.78	$ 17.39	$ 15.36	$ 13.22
Total Return B,C,D	14.82%	4.78%	(8.67)%	14.17%	17.06%	(45.50)%
Ratios to Average Net Assets F,H
Expenses before reductions	2.11% A	2.09%	2.09%	2.10%	2.11%	2.09%
Expenses net of fee waivers, if any	2.11% A	2.09%	2.09%	2.10%	2.11%	2.09%
Expenses net of all reductions	2.09% A	2.07%	2.07%	2.08%	2.08%	2.07%
Net investment income (loss)	.09% A	.67%	.15%	.29%	1.05%	1.08%
Supplemental Data
Net assets, end of period (in millions)	$ 17	$ 16	$ 19	$ 22	$ 23	$ 22
Portfolio turnover rate G	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of any 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 reductions from 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 - Institutional Class

	Six months ended April 30, 2013	Years ended October 31,
	(Unaudited)	2012	2011	2010	2009	2008
Selected Per-Share Data
Net asset value, beginning of period	$ 17.11	$ 16.45	$ 18.10	$ 15.95	$ 13.83	$ 27.35
Income from Investment Operations
Net investment income (loss) D	.11	.29	.23	.22	.29	.45
Net realized and unrealized gain (loss)	2.51	.65	(1.59)	2.23	2.14	(11.78)
Total from investment operations	2.62	.94	(1.36)	2.45	2.43	(11.33)
Distributions from net investment income	(.31)	(.28)	(.24)	(.27)	(.31)	(.41)
Distributions from net realized gain	(.04)	-	(.05)	(.03)	-	(1.78)
Total distributions	(.36) I	(.28)	(.29)	(.30)	(.31)	(2.19)
Redemption fees added to paid in capital D,H	-	-	-	-	-	-
Net asset value, end of period	$ 19.37	$ 17.11	$ 16.45	$ 18.10	$ 15.95	$ 13.83
Total Return B,C	15.53%	5.91%	(7.70)%	15.49%	18.32%	(44.92)%
Ratios to Average Net Assets E,G
Expenses before reductions	1.01% A	.99%	1.00%	1.01%	1.06%	1.01%
Expenses net of fee waivers, if any	1.01% A	.99%	.99%	1.01%	1.06%	1.01%
Expenses net of all reductions	.99% A	.97%	.97%	.98%	1.02%	.98%
Net investment income (loss)	1.18% A	1.77%	1.25%	1.39%	2.10%	2.17%
Supplemental Data
Net assets, end of period (in millions)	$ 285	$ 257	$ 349	$ 678	$ 727	$ 551
Portfolio turnover rate F	46% A	36%	44%	53%	83%	79%
A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. H Amount represents less than $.01 per share. I Total distributions of $.36 per share is comprised of distributions from net investment income of $.314 and distributions from net realized gain of $.041 per share.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Overseas Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Fund's Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of April 30, 2013, including information on transfers between Levels 1 and 2 is included at the end of the each Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and net asset value (NAV) include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

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 may also differ by class. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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

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

Gross unrealized appreciation	$ 126,851
Gross unrealized depreciation	(45,693)
Net unrealized appreciation (depreciation) on securities and other investments	$ 81,158
Tax cost	$ 608,534

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
2017	$ (104,924)
No expiration
Short-term	(11,858)
Long-term	(15,837)
Total no expiration	(27,695)
Total capital loss carryforward	$ (132,619)

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

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.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $146,370 and $170,146, respectively.

5. 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 an annualized group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 77	$ 1
Class T	.25%	.25%	712	7
Class B	.75%	.25%	14	11
Class C	.75%	.25%	84	6
			$ 887	$ 25

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

	Retained by FDC
Class A	$ 3
Class T	1
Class B*	2
Class C*	1
	$ 7

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

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

	Amount	% of Average Net Assets*
Class A	$ 93	.30
Class T	310	.22
Class B	4	.30
Class C	25	.30
Institutional Class	276	.20
	$ 708

* Annualized

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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 rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $126. During the period, there were no securities loaned to FCM.

8. 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 $81 for the period.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Year ended October 31, 2012
From net investment income
Class A	$ 874	$ 862
Class T	3,206	3,589
Class B	13	16
Class C	95	112
Institutional Class	4,652	5,593
Total	$ 8,840	$ 10,172
From net realized gain
Class A	$ 144	$ -
Class T	639	-
Class B	7	-
Class C	40	-
Institutional Class	607	-
Total	$ 1,437	$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class A
Shares sold	197	700	$ 3,521	$ 11,104
Reinvestment of distributions	56	52	948	791
Shares redeemed	(446)	(848)	(7,853)	(13,551)
Net increase (decrease)	(193)	(96)	$ (3,384)	$ (1,656)
Class T
Shares sold	1,485	2,695	$ 27,233	$ 44,183
Reinvestment of distributions	214	223	3,745	3,491
Shares redeemed	(2,143)	(5,589)	(39,146)	(91,072)
Net increase (decrease)	(444)	(2,671)	$ (8,168)	$ (43,398)
Class B
Shares sold	2	2	$ 19	$ 26
Reinvestment of distributions	1	1	18	14
Shares redeemed	(41)	(84)	(703)	(1,311)
Net increase (decrease)	(38)	(81)	$ (666)	$ (1,271)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Share Transactions - continued

	Shares		Dollars
	Six months ended April 30, 2013	Year ended October 31, 2012	Six months ended April 30, 2013	Year ended October 31, 2012
Class C
Shares sold	56	103	$ 985	$ 1,613
Reinvestment of distributions	7	6	120	94
Shares redeemed	(137)	(317)	(2,425)	(4,983)
Net increase (decrease)	(74)	(208)	$ (1,320)	$ (3,276)
Institutional Class
Shares sold	536	2,281	$ 9,680	$ 36,498
Reinvestment of distributions	298	353	5,176	5,475
Shares redeemed	(1,142)	(8,781)	(20,550)	(140,625)
Net increase (decrease)	(308)	(6,147)	$ (5,694)	$ (98,652)

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, Strategic Advisers International II Fund was the owner of record of 14% of the total outstanding shares of the Fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

FIL Investment Advisors (UK) Limited

FIL Investments (Japan) Limited

FIL Investment Advisors

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

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

(Fidelity Investment logo)(registered trademark)

OSI-USAN-0613
1.784904.110

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Global Equity Income
Fund - Class A, Class T, and Class C

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,125.30	$ 7.64
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,124.10	$ 8.95
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class C	2.20%
Actual		$ 1,000.00	$ 1,121.20	$ 11.57
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.20%
Actual		$ 1,000.00	$ 1,127.10	$ 6.33
HypotheticalA		$ 1,000.00	$ 1,018.84	$ 6.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Johnson & Johnson (United States of America, Pharmaceuticals)	2.3	2.7
Merck & Co., Inc. (United States of America, Pharmaceuticals)	2.0	2.3
Apple, Inc. (United States of America, Computers & Peripherals)	1.9	2.6
British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)	1.9	1.8
General Electric Co. (United States of America, Industrial Conglomerates)	1.9	1.8
	10.0
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	18.3	17.1
Consumer Staples	12.3	14.2
Industrials	12.2	9.4
Health Care	11.9	13.4
Consumer Discretionary	10.5	9.4
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United States of America	35.8	43.4
United Kingdom	13.0	14.6
Japan	4.7	5.7
Switzerland	3.7	3.2
Germany	3.6	1.3

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 94.3%		Stocks 95.9%
	Short-Term Investments and Net Other Assets (Liabilities) 5.7%		Short-Term Investments and Net Other Assets (Liabilities) 4.1%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 93.4%
	Shares		Value
Australia - 2.3%
Australia & New Zealand Banking Group Ltd.	1,161		$ 38,323
SP AusNet unit	16,336		21,254
Spark Infrastructure Group unit	11,644		21,608
Telstra Corp. Ltd.	5,043		26,036
TOTAL AUSTRALIA			107,221
Bailiwick of Guernsey - 0.5%
Resolution Ltd.	5,221		21,402
Bailiwick of Jersey - 1.3%
Informa PLC	3,767		27,970
Wolseley PLC	634		31,347
TOTAL BAILIWICK OF JERSEY			59,317
Brazil - 1.2%
Companhia de Saneamento Basico do Estado de Sao Paulo (SABESP) sponsored ADR	1,167		16,688
Itau Unibanco Holding SA sponsored ADR	2,460		41,402
TOTAL BRAZIL			58,090
Canada - 1.2%
Fairfax Financial Holdings Ltd. (sub. vtg.)	50		20,058
Loblaw Companies Ltd.	450		19,095
Power Corp. of Canada (sub. vtg.)	700		18,851
TOTAL CANADA			58,004
Cayman Islands - 0.4%
Springland International Holdings Ltd.	37,000		19,263
Chile - 1.3%
Aguas Andinas SA	28,720		22,869
Banco Santander Chile	148,760		9,934
Empresa Nacional de Telecomunicaciones SA (ENTEL)	984		18,972
Inversiones La Construccion SA	540		10,353
TOTAL CHILE			62,128
Denmark - 0.4%
Novo Nordisk A/S Series B	100		17,602
Finland - 0.5%
Sampo Oyj (A Shares)	600		23,942
France - 3.3%
Arkema SA	262		24,546
Edenred SA	700		23,305
Ipsos SA	471		15,786
Common Stocks - continued
	Shares		Value
France - continued
Sanofi SA	609		$ 65,842
Total SA	500		25,169
TOTAL FRANCE			154,648
Germany - 2.7%
AURELIUS AG	447		34,732
BASF AG	299		27,926
Hugo Boss AG	190		22,109
Muehlbauer Holding AG & Co.	500		13,828
Siemens AG	266		27,794
TOTAL GERMANY			126,389
Hong Kong - 0.8%
HKT Trust / HKT Ltd. unit	35,000		36,758
Indonesia - 0.6%
PT Telkomunikasi Indonesia Tbk Series B	22,000		26,505
Ireland - 2.5%
Accenture PLC Class A	882		71,830
FBD Holdings PLC	1,000		16,245
Irish Continental Group PLC unit	1,000		27,261
TOTAL IRELAND			115,336
Israel - 0.8%
Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.	800		36,954
Italy - 0.7%
ENI SpA	1,300		31,026
Japan - 4.7%
Daito Trust Construction Co. Ltd.	300		29,088
Japan Retail Fund Investment Corp.	16		37,928
Japan Tobacco, Inc.	1,200		45,361
Nippon Telegraph & Telephone Corp.	500		24,865
Relo Holdings Corp.	600		33,734
Seven Bank Ltd.	10,600		37,640
Workman Co. Ltd.	300		9,858
TOTAL JAPAN			218,474
Korea (South) - 2.3%
Coway Co. Ltd.	733		37,129
DGB Financial Group Co. Ltd.	1,050		14,679
Common Stocks - continued
	Shares		Value
Korea (South) - continued
KT&G Corp.	253		$ 18,212
LG Telecom Ltd.	3,660		34,553
TOTAL KOREA (SOUTH)			104,573
Netherlands - 2.9%
Akzo Nobel NV	276		16,640
Koninklijke Philips Electronics NV	1,900		52,588
LyondellBasell Industries NV Class A	478		29,015
Unilever NV (Certificaten Van Aandelen) (Bearer)	800		34,089
TOTAL NETHERLANDS			132,332
Nigeria - 0.3%
Nestle Foods Nigeria PLC	2,229		12,556
Norway - 1.0%
Telenor ASA	2,000		44,949
Panama - 1.4%
Copa Holdings SA Class A	522		65,553
Russia - 0.6%
Mobile TeleSystems OJSC (a)	3,100		27,296
Singapore - 0.4%
United Overseas Bank Ltd.	1,000		17,334
South Africa - 1.4%
Astral Foods Ltd.	2,200		23,168
Clicks Group Ltd.	3,305		21,067
Reunert Ltd.	2,400		20,859
TOTAL SOUTH AFRICA			65,094
Spain - 1.5%
Grifols SA ADR	1,361		42,504
Inditex SA	198		26,610
TOTAL SPAIN			69,114
Sweden - 3.0%
Intrum Justitia AB	1,820		37,489
Svenska Handelsbanken AB (A Shares)	1,500		68,137
Swedish Match Co. AB	930		32,258
TOTAL SWEDEN			137,884
Switzerland - 3.7%
Clariant AG (Reg.)	1,414		20,682
Nestle SA	602		42,930
Common Stocks - continued
	Shares		Value
Switzerland - continued
Roche Holding AG (participation certificate)	305		$ 76,234
UBS AG	1,756		31,324
TOTAL SWITZERLAND			171,170
Taiwan - 0.9%
Chipbond Technology Corp.	10,000		25,432
Far EasTone Telecommunications Co. Ltd.	7,000		17,067
TOTAL TAIWAN			42,499
United Kingdom - 13.0%
Barclays PLC	9,139		40,783
BP PLC	68		493
British American Tobacco PLC (United Kingdom)	1,585		87,865
Dunelm Group PLC	1,531		20,096
Ensco PLC Class A	533		30,743
GlaxoSmithKline PLC	2,183		56,325
Hilton Food Group PLC	5,737		31,681
Imperial Tobacco Group PLC	524		18,721
London Stock Exchange Group PLC	1,059		22,059
Reckitt Benckiser Group PLC	727		53,031
Royal Dutch Shell PLC Class A (United Kingdom)	2,137		72,755
The Restaurant Group PLC	6,626		49,600
Vodafone Group PLC	23,219		70,848
WH Smith PLC	3,930		45,144
TOTAL UNITED KINGDOM			600,144
United States of America - 35.8%
Altria Group, Inc.	924		33,735
American Tower Corp.	469		39,391
Analog Devices, Inc.	891		39,195
Apple, Inc.	203		89,878
Artisan Partners Asset Management, Inc.	200		7,460
Cedar Fair LP (depositary unit)	944		39,648
Chevron Corp.	650		79,307
Comcast Corp. Class A	1,703		70,334
Cullen/Frost Bankers, Inc.	353		21,325
Dr. Pepper Snapple Group, Inc.	799		39,015
Dun & Bradstreet Corp.	200		17,690
Eli Lilly & Co.	538		29,794
Emerson Electric Co.	507		28,144
Exxon Mobil Corp.	671		59,712
General Electric Co.	3,926		87,511
Hubbell, Inc. Class B	615		59,015
Common Stocks - continued
	Shares		Value
United States of America - continued
IBM Corp.	368		$ 74,535
ITC Holdings Corp.	366		33,753
Johnson & Johnson	1,238		105,513
JPMorgan Chase & Co.	973		47,687
L Brands, Inc.	471		23,743
Lorillard, Inc.	490		21,016
Merck & Co., Inc.	1,951		91,697
Microsoft Corp.	2,028		67,127
National Penn Bancshares, Inc.	2,200		21,538
Pfizer, Inc.	1,819		52,878
Psychemedics Corp.	1,261		14,073
Sempra Energy	417		34,548
Tesoro Logistics LP	231		13,768
The Williams Companies, Inc.	1,007		38,397
U.S. Bancorp	1,846		61,435
United Technologies Corp.	750		68,468
VF Corp.	209		37,248
Wells Fargo & Co.	2,144		81,429
Western Gas Partners LP	418		25,272
TOTAL UNITED STATES OF AMERICA			1,655,279
TOTAL COMMON STOCKS (Cost $3,837,255)		4,318,836
Nonconvertible Preferred Stocks - 0.9%
Germany - 0.9%
Volkswagen AG (Cost $40,858)	200		40,536
Money Market Funds - 4.1%
Fidelity Cash Central Fund, 0.13% (b) (Cost $192,261)	192,261		192,261
TOTAL INVESTMENT PORTFOLIO - 98.4% (Cost $4,070,374)			4,551,633
NET OTHER ASSETS (LIABILITIES) - 1.6%			72,123
NET ASSETS - 100%		$ 4,623,756

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

Affiliated Central Funds

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

Fund	Income earned
Fidelity Cash Central Fund	$ 156

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 485,074	$ 475,216	$ 9,858	$ -
Consumer Staples	570,754	360,509	210,245	-
Energy	376,642	247,199	129,443	-
Financials	848,213	637,716	210,497	-
Health Care	552,462	412,693	139,769	-
Industrials	560,852	480,470	80,382	-
Information Technology	367,997	367,997	-	-
Materials	118,809	118,809	-	-
Telecommunication Services	327,849	205,631	122,218	-
Utilities	150,720	150,720	-	-
Money Market Funds	192,261	192,261	-	-
Total Investments in Securities:	$ 4,551,633	$ 3,649,221	$ 902,412	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 118,263
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value - See accompanying schedule: Unaffiliated issuers (cost $3,878,113)	$ 4,359,372
Fidelity Central Funds (cost $192,261)	192,261
Total Investments (cost $4,070,374)		$ 4,551,633
Cash		42,400
Foreign currency held at value (cost $904)		907
Receivable for fund shares sold		7,089
Dividends receivable		14,086
Distributions receivable from Fidelity Central Funds		28
Prepaid expenses		4
Receivable from investment adviser for expense reductions		38,892
Other receivables		2,337
Total assets		4,657,376
Liabilities
Accrued management fee	$ 2,575
Distribution and service plan fees payable	1,597
Custodian fees payable	4,902
Audit fees payable	23,706
Other affiliated payables	840
Total liabilities		33,620
Net Assets		$ 4,623,756
Net Assets consist of:
Paid in capital		$ 4,159,894
Undistributed net investment income		5,817
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(23,323)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		481,368
Net Assets		$ 4,623,756

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($1,391,570 ÷ 122,857 shares)		$ 11.33
Maximum offering price per share (100/94.25 of $11.33)		$ 12.02
Class T: Net Asset Value and redemption price per share ($918,639 ÷ 81,136 shares)		$ 11.32
Maximum offering price per share (100/96.50 of $11.32)		$ 11.73
Class C: Net Asset Value and offering price per share ($1,213,891 ÷ 107,374 shares)A		$ 11.31
Institutional Class: Net Asset Value, offering price and redemption price per share ($1,099,656 ÷ 97,012 shares)		$ 11.34

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

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

Semiannual Report

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 64,675
Income from Fidelity Central Funds		156
Income before foreign taxes withheld		64,831
Less foreign taxes withheld		(3,277)
Total income		61,554
Expenses
Management fee	$ 12,940
Transfer agent fees	3,266
Distribution and service plan fees	7,614
Accounting fees and expenses	950
Custodian fees and expenses	7,910
Independent trustees' compensation	11
Registration fees	77,957
Audit	32,635
Legal	5
Miscellaneous	12
Total expenses before reductions	143,300
Expense reductions	(114,412)	28,888
Net investment income (loss)		32,666
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	5,345
Foreign currency transactions	(592)
Total net realized gain (loss)		4,753
Change in net unrealized appreciation (depreciation) on: Investment securities	404,057
Assets and liabilities in foreign currencies	155
Total change in net unrealized appreciation (depreciation)		404,212
Net gain (loss)		408,965
Net increase (decrease) in net assets resulting from operations		$ 441,631

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	For the period May 2, 2012 (commencement of operations) to October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 32,666	$ 24,706
Net realized gain (loss)	4,753	(26,248)
Change in net unrealized appreciation (depreciation)	404,212	77,156
Net increase (decrease) in net assets resulting from operations	441,631	75,614
Distributions to shareholders from net investment income	(26,848)	(26,857)
Share transactions - net increase (decrease)	1,134,122	3,026,094
Total increase (decrease) in net assets	1,548,905	3,074,851
Net Assets
Beginning of period	3,074,851	-
End of period (including undistributed net investment income of $5,817 and distributions in excess of net investment income of $1, respectively)	$ 4,623,756	$ 3,074,851

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.15	$ 10.00
Income from Investment Operations
Net investment income (loss) E	.10	.09
Net realized and unrealized gain (loss)	1.17	.16
Total from investment operations	1.27	.25
Distributions from net investment income	(.09)	(.10)
Net asset value, end of period	$ 11.33	$ 10.15
Total Return B, C, D	12.53%	2.51%
Ratios to Average Net Assets F, I
Expenses before reductions	7.66% A	7.41% A
Expenses net of fee waivers, if any	1.45% A	1.45% A
Expenses net of all reductions	1.41% A	1.44% A
Net investment income (loss)	1.94% A	1.89% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,392	$ 756
Portfolio turnover rate G	78% A	36% J

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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 not annualized.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.14	$ 10.00
Income from Investment Operations
Net investment income (loss) E	.09	.08
Net realized and unrealized gain (loss)	1.16	.15
Total from investment operations	1.25	.23
Distributions from net investment income	(.07)	(.09)
Net asset value, end of period	$ 11.32	$ 10.14
Total Return B, C, D	12.41%	2.31%
Ratios to Average Net Assets F, I
Expenses before reductions	7.87% A	7.68% A
Expenses net of fee waivers, if any	1.70% A	1.70% A
Expenses net of all reductions	1.66% A	1.69% A
Net investment income (loss)	1.69% A	1.64% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 919	$ 714
Portfolio turnover rate G	78% A	36% J

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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 not annualized.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.14	$ 10.00
Income from Investment Operations
Net investment income (loss) E	.06	.06
Net realized and unrealized gain (loss)	1.17	.15
Total from investment operations	1.23	.21
Distributions from net investment income	(.06)	(.07)
Net asset value, end of period	$ 11.31	$ 10.14
Total Return B, C, D	12.12%	2.12%
Ratios to Average Net Assets F, I
Expenses before reductions	8.47% A	8.19% A
Expenses net of fee waivers, if any	2.20% A	2.20% A
Expenses net of all reductions	2.16% A	2.19% A
Net investment income (loss)	1.19% A	1.14% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,214	$ 666
Portfolio turnover rate G	78% A	36% J

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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 not annualized.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.15	$ 10.00
Income from Investment Operations
Net investment income (loss) D	.12	.10
Net realized and unrealized gain (loss)	1.16	.16
Total from investment operations	1.28	.26
Distributions from net investment income	(.09)	(.11)
Net asset value, end of period	$ 11.34	$ 10.15
Total Return B, C	12.71%	2.61%
Ratios to Average Net Assets E, H
Expenses before reductions	7.30% A	7.23% A
Expenses net of fee waivers, if any	1.20% A	1.20% A
Expenses net of all reductions	1.16% A	1.19% A
Net investment income (loss)	2.19% A	2.14% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,100	$ 939
Portfolio turnover rate F	78% A	36% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

^G For the period May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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.

^I Amount not annualized.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Global Equity Income Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. 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. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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), partnerships, capital loss carryforwards, equity-debt classifications and losses deferred due to wash sales.

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

Gross unrealized appreciation	$ 528,535
Gross unrealized depreciation	(56,053)
Net unrealized appreciation (depreciation) on securities and other investments	$ 472,482
Tax cost	$ 4,079,151

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
No expiration
Short-term	$ (24,859)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,371,440 and $1,371,522, respectively.

5. 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 an annualized 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 .70% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares, except for the Institutional Class. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 1,280	$ 980
Class T	.25%	.25%	1,942	1,674
Class C	.75%	.25%	4,392	4,392
			$ 7,614	$ 7,046

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T and Class C redemptions. The deferred sales charges range from 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 6,868
Class C*	18
	$ 6,886

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

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

	Amount	% of Average Net Assets*
Class A	$ 997	.19
Class T	562	.14
Class C	1,084	.25
Institutional Class	623	.13
	$ 3,266

* Annualized

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 each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $9 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

FMR contractually agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. This reimbursement will remain in place through December 31,2013. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement from adviser
Class A	1.45%	$ 31,872
Class T	1.70%	24,026
Class C	2.20%	27,601
Institutional Class	1.20%	30,207
		$ 113,706

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 $699 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 $7.

Semiannual Report

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Period ended October 31, 2012 A
From net investment income
Class A	$ 8,287	$ 6,925
Class T	5,365	5,775
Class C	4,543	4,470
Institutional Class	8,653	9,687
Total	$ 26,848	$ 26,857

^A For the period May 2, 2012 (commencement of operations) to October 31, 2012.

9. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Period ended October 31, 2012 A	Six months ended April 30, 2013	Period ended October 31, 2012 A
Class A
Shares sold	51,602	73,860	$ 555,186	$ 736,903
Reinvestment of distributions	752	694	7,950	6,925
Shares redeemed	(4,051)	-	(44,473)	-
Net increase (decrease)	48,303	74,554	$ 518,663	$ 743,828
Class T
Shares sold	10,254	69,801	$ 111,296	$ 699,717
Reinvestment of distributions	503	579	5,287	5,775
Shares redeemed	-	(1)	-	(15)
Net increase (decrease)	10,757	70,379	$ 116,583	$ 705,477
Class C
Shares sold	45,835	65,575	$ 495,548	$ 655,827
Reinvestment of distributions	431	450	4,543	4,470
Shares redeemed	(4,582)	(335)	(50,412)	(3,402)
Net increase (decrease)	41,684	65,690	$ 449,679	$ 656,895
Institutional Class
Shares sold	3,751	106,504	$ 41,122	$ 1,051,902
Reinvestment of distributions	819	972	8,619	9,687
Shares redeemed	(56)	(14,978)	(544)	(141,695)
Net increase (decrease)	4,514	92,498	$ 49,197	$ 919,894

^A For the period May 2, 2012 (commencement of operations) to October 31, 2012.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Other.

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

At the end of the period, FMR or its affiliates were the owners of record of 62% of the total outstanding shares of the Fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors (UK) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

(Fidelity Investment logo)(registered trademark)

AGED-USAN-0613
1.938153.100

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Global Equity Income
Fund - Institutional Class

Semiannual Report

April 30, 2013

(Fidelity Cover Art)

Contents

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/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2013 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (November 1, 2012 to April 30, 2013).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio B	Beginning Account Value November 1, 2012	Ending Account Value April 30, 2013	Expenses Paid During Period* November 1, 2012 to April 30, 2013
Class A	1.45%
Actual		$ 1,000.00	$ 1,125.30	$ 7.64
HypotheticalA		$ 1,000.00	$ 1,017.60	$ 7.25
Class T	1.70%
Actual		$ 1,000.00	$ 1,124.10	$ 8.95
HypotheticalA		$ 1,000.00	$ 1,016.36	$ 8.50
Class C	2.20%
Actual		$ 1,000.00	$ 1,121.20	$ 11.57
HypotheticalA		$ 1,000.00	$ 1,013.88	$ 10.99
Institutional Class	1.20%
Actual		$ 1,000.00	$ 1,127.10	$ 6.33
HypotheticalA		$ 1,000.00	$ 1,018.84	$ 6.01

^A 5% return per year before expenses

^B Annualized expense ratio reflects expenses net of applicable fee waivers.

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

Semiannual Report

Investment Changes (Unaudited)

Top Five Stocks as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Johnson & Johnson (United States of America, Pharmaceuticals)	2.3	2.7
Merck & Co., Inc. (United States of America, Pharmaceuticals)	2.0	2.3
Apple, Inc. (United States of America, Computers & Peripherals)	1.9	2.6
British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)	1.9	1.8
General Electric Co. (United States of America, Industrial Conglomerates)	1.9	1.8
	10.0
Top Five Market Sectors as of April 30, 2013
	% of fund's net assets	% of fund's net assets 6 months ago
Financials	18.3	17.1
Consumer Staples	12.3	14.2
Industrials	12.2	9.4
Health Care	11.9	13.4
Consumer Discretionary	10.5	9.4
Top Five Countries as of April 30, 2013
(excluding cash equivalents)	% of fund's net assets	% of fund's net assets 6 months ago
United States of America	35.8	43.4
United Kingdom	13.0	14.6
Japan	4.7	5.7
Switzerland	3.7	3.2
Germany	3.6	1.3

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

Asset Allocation (% of fund's net assets)
As of April 30, 2013		As of October 31, 2012
	Stocks 94.3%		Stocks 95.9%
	Short-Term Investments and Net Other Assets (Liabilities) 5.7%		Short-Term Investments and Net Other Assets (Liabilities) 4.1%

Semiannual Report

Investments April 30, 2013 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 93.4%
	Shares		Value
Australia - 2.3%
Australia & New Zealand Banking Group Ltd.	1,161		$ 38,323
SP AusNet unit	16,336		21,254
Spark Infrastructure Group unit	11,644		21,608
Telstra Corp. Ltd.	5,043		26,036
TOTAL AUSTRALIA			107,221
Bailiwick of Guernsey - 0.5%
Resolution Ltd.	5,221		21,402
Bailiwick of Jersey - 1.3%
Informa PLC	3,767		27,970
Wolseley PLC	634		31,347
TOTAL BAILIWICK OF JERSEY			59,317
Brazil - 1.2%
Companhia de Saneamento Basico do Estado de Sao Paulo (SABESP) sponsored ADR	1,167		16,688
Itau Unibanco Holding SA sponsored ADR	2,460		41,402
TOTAL BRAZIL			58,090
Canada - 1.2%
Fairfax Financial Holdings Ltd. (sub. vtg.)	50		20,058
Loblaw Companies Ltd.	450		19,095
Power Corp. of Canada (sub. vtg.)	700		18,851
TOTAL CANADA			58,004
Cayman Islands - 0.4%
Springland International Holdings Ltd.	37,000		19,263
Chile - 1.3%
Aguas Andinas SA	28,720		22,869
Banco Santander Chile	148,760		9,934
Empresa Nacional de Telecomunicaciones SA (ENTEL)	984		18,972
Inversiones La Construccion SA	540		10,353
TOTAL CHILE			62,128
Denmark - 0.4%
Novo Nordisk A/S Series B	100		17,602
Finland - 0.5%
Sampo Oyj (A Shares)	600		23,942
France - 3.3%
Arkema SA	262		24,546
Edenred SA	700		23,305
Ipsos SA	471		15,786
Common Stocks - continued
	Shares		Value
France - continued
Sanofi SA	609		$ 65,842
Total SA	500		25,169
TOTAL FRANCE			154,648
Germany - 2.7%
AURELIUS AG	447		34,732
BASF AG	299		27,926
Hugo Boss AG	190		22,109
Muehlbauer Holding AG & Co.	500		13,828
Siemens AG	266		27,794
TOTAL GERMANY			126,389
Hong Kong - 0.8%
HKT Trust / HKT Ltd. unit	35,000		36,758
Indonesia - 0.6%
PT Telkomunikasi Indonesia Tbk Series B	22,000		26,505
Ireland - 2.5%
Accenture PLC Class A	882		71,830
FBD Holdings PLC	1,000		16,245
Irish Continental Group PLC unit	1,000		27,261
TOTAL IRELAND			115,336
Israel - 0.8%
Rami Levi Chain Stores Hashikma Marketing 2006 Ltd.	800		36,954
Italy - 0.7%
ENI SpA	1,300		31,026
Japan - 4.7%
Daito Trust Construction Co. Ltd.	300		29,088
Japan Retail Fund Investment Corp.	16		37,928
Japan Tobacco, Inc.	1,200		45,361
Nippon Telegraph & Telephone Corp.	500		24,865
Relo Holdings Corp.	600		33,734
Seven Bank Ltd.	10,600		37,640
Workman Co. Ltd.	300		9,858
TOTAL JAPAN			218,474
Korea (South) - 2.3%
Coway Co. Ltd.	733		37,129
DGB Financial Group Co. Ltd.	1,050		14,679
Common Stocks - continued
	Shares		Value
Korea (South) - continued
KT&G Corp.	253		$ 18,212
LG Telecom Ltd.	3,660		34,553
TOTAL KOREA (SOUTH)			104,573
Netherlands - 2.9%
Akzo Nobel NV	276		16,640
Koninklijke Philips Electronics NV	1,900		52,588
LyondellBasell Industries NV Class A	478		29,015
Unilever NV (Certificaten Van Aandelen) (Bearer)	800		34,089
TOTAL NETHERLANDS			132,332
Nigeria - 0.3%
Nestle Foods Nigeria PLC	2,229		12,556
Norway - 1.0%
Telenor ASA	2,000		44,949
Panama - 1.4%
Copa Holdings SA Class A	522		65,553
Russia - 0.6%
Mobile TeleSystems OJSC (a)	3,100		27,296
Singapore - 0.4%
United Overseas Bank Ltd.	1,000		17,334
South Africa - 1.4%
Astral Foods Ltd.	2,200		23,168
Clicks Group Ltd.	3,305		21,067
Reunert Ltd.	2,400		20,859
TOTAL SOUTH AFRICA			65,094
Spain - 1.5%
Grifols SA ADR	1,361		42,504
Inditex SA	198		26,610
TOTAL SPAIN			69,114
Sweden - 3.0%
Intrum Justitia AB	1,820		37,489
Svenska Handelsbanken AB (A Shares)	1,500		68,137
Swedish Match Co. AB	930		32,258
TOTAL SWEDEN			137,884
Switzerland - 3.7%
Clariant AG (Reg.)	1,414		20,682
Nestle SA	602		42,930
Common Stocks - continued
	Shares		Value
Switzerland - continued
Roche Holding AG (participation certificate)	305		$ 76,234
UBS AG	1,756		31,324
TOTAL SWITZERLAND			171,170
Taiwan - 0.9%
Chipbond Technology Corp.	10,000		25,432
Far EasTone Telecommunications Co. Ltd.	7,000		17,067
TOTAL TAIWAN			42,499
United Kingdom - 13.0%
Barclays PLC	9,139		40,783
BP PLC	68		493
British American Tobacco PLC (United Kingdom)	1,585		87,865
Dunelm Group PLC	1,531		20,096
Ensco PLC Class A	533		30,743
GlaxoSmithKline PLC	2,183		56,325
Hilton Food Group PLC	5,737		31,681
Imperial Tobacco Group PLC	524		18,721
London Stock Exchange Group PLC	1,059		22,059
Reckitt Benckiser Group PLC	727		53,031
Royal Dutch Shell PLC Class A (United Kingdom)	2,137		72,755
The Restaurant Group PLC	6,626		49,600
Vodafone Group PLC	23,219		70,848
WH Smith PLC	3,930		45,144
TOTAL UNITED KINGDOM			600,144
United States of America - 35.8%
Altria Group, Inc.	924		33,735
American Tower Corp.	469		39,391
Analog Devices, Inc.	891		39,195
Apple, Inc.	203		89,878
Artisan Partners Asset Management, Inc.	200		7,460
Cedar Fair LP (depositary unit)	944		39,648
Chevron Corp.	650		79,307
Comcast Corp. Class A	1,703		70,334
Cullen/Frost Bankers, Inc.	353		21,325
Dr. Pepper Snapple Group, Inc.	799		39,015
Dun & Bradstreet Corp.	200		17,690
Eli Lilly & Co.	538		29,794
Emerson Electric Co.	507		28,144
Exxon Mobil Corp.	671		59,712
General Electric Co.	3,926		87,511
Hubbell, Inc. Class B	615		59,015
Common Stocks - continued
	Shares		Value
United States of America - continued
IBM Corp.	368		$ 74,535
ITC Holdings Corp.	366		33,753
Johnson & Johnson	1,238		105,513
JPMorgan Chase & Co.	973		47,687
L Brands, Inc.	471		23,743
Lorillard, Inc.	490		21,016
Merck & Co., Inc.	1,951		91,697
Microsoft Corp.	2,028		67,127
National Penn Bancshares, Inc.	2,200		21,538
Pfizer, Inc.	1,819		52,878
Psychemedics Corp.	1,261		14,073
Sempra Energy	417		34,548
Tesoro Logistics LP	231		13,768
The Williams Companies, Inc.	1,007		38,397
U.S. Bancorp	1,846		61,435
United Technologies Corp.	750		68,468
VF Corp.	209		37,248
Wells Fargo & Co.	2,144		81,429
Western Gas Partners LP	418		25,272
TOTAL UNITED STATES OF AMERICA			1,655,279
TOTAL COMMON STOCKS (Cost $3,837,255)		4,318,836
Nonconvertible Preferred Stocks - 0.9%
Germany - 0.9%
Volkswagen AG (Cost $40,858)	200		40,536
Money Market Funds - 4.1%
Fidelity Cash Central Fund, 0.13% (b) (Cost $192,261)	192,261		192,261
TOTAL INVESTMENT PORTFOLIO - 98.4% (Cost $4,070,374)			4,551,633
NET OTHER ASSETS (LIABILITIES) - 1.6%			72,123
NET ASSETS - 100%		$ 4,623,756

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

Affiliated Central Funds

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

Fund	Income earned
Fidelity Cash Central Fund	$ 156

Other Information

Categorizations in the Schedule of Investments are based on country or territory of incorporation.

The following is a summary of the inputs used, as of April 30, 2013, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 485,074	$ 475,216	$ 9,858	$ -
Consumer Staples	570,754	360,509	210,245	-
Energy	376,642	247,199	129,443	-
Financials	848,213	637,716	210,497	-
Health Care	552,462	412,693	139,769	-
Industrials	560,852	480,470	80,382	-
Information Technology	367,997	367,997	-	-
Materials	118,809	118,809	-	-
Telecommunication Services	327,849	205,631	122,218	-
Utilities	150,720	150,720	-	-
Money Market Funds	192,261	192,261	-	-
Total Investments in Securities:	$ 4,551,633	$ 3,649,221	$ 902,412	$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended April 30, 2013. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers	Total
Level 1 to Level 2	$ 118,263
Level 2 to Level 1	$ 0

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

	April 30, 2013 (Unaudited)
Assets
Investment in securities, at value - See accompanying schedule: Unaffiliated issuers (cost $3,878,113)	$ 4,359,372
Fidelity Central Funds (cost $192,261)	192,261
Total Investments (cost $4,070,374)		$ 4,551,633
Cash		42,400
Foreign currency held at value (cost $904)		907
Receivable for fund shares sold		7,089
Dividends receivable		14,086
Distributions receivable from Fidelity Central Funds		28
Prepaid expenses		4
Receivable from investment adviser for expense reductions		38,892
Other receivables		2,337
Total assets		4,657,376
Liabilities
Accrued management fee	$ 2,575
Distribution and service plan fees payable	1,597
Custodian fees payable	4,902
Audit fees payable	23,706
Other affiliated payables	840
Total liabilities		33,620
Net Assets		$ 4,623,756
Net Assets consist of:
Paid in capital		$ 4,159,894
Undistributed net investment income		5,817
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(23,323)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		481,368
Net Assets		$ 4,623,756

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	April 30, 2013 (Unaudited)
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($1,391,570 ÷ 122,857 shares)		$ 11.33
Maximum offering price per share (100/94.25 of $11.33)		$ 12.02
Class T: Net Asset Value and redemption price per share ($918,639 ÷ 81,136 shares)		$ 11.32
Maximum offering price per share (100/96.50 of $11.32)		$ 11.73
Class C: Net Asset Value and offering price per share ($1,213,891 ÷ 107,374 shares)A		$ 11.31
Institutional Class: Net Asset Value, offering price and redemption price per share ($1,099,656 ÷ 97,012 shares)		$ 11.34

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

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

Semiannual Report

Statement of Operations

Six months ended April 30, 2013 (Unaudited)
Investment Income
Dividends		$ 64,675
Income from Fidelity Central Funds		156
Income before foreign taxes withheld		64,831
Less foreign taxes withheld		(3,277)
Total income		61,554
Expenses
Management fee	$ 12,940
Transfer agent fees	3,266
Distribution and service plan fees	7,614
Accounting fees and expenses	950
Custodian fees and expenses	7,910
Independent trustees' compensation	11
Registration fees	77,957
Audit	32,635
Legal	5
Miscellaneous	12
Total expenses before reductions	143,300
Expense reductions	(114,412)	28,888
Net investment income (loss)		32,666
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	5,345
Foreign currency transactions	(592)
Total net realized gain (loss)		4,753
Change in net unrealized appreciation (depreciation) on: Investment securities	404,057
Assets and liabilities in foreign currencies	155
Total change in net unrealized appreciation (depreciation)		404,212
Net gain (loss)		408,965
Net increase (decrease) in net assets resulting from operations		$ 441,631

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

	Six months ended April 30, 2013 (Unaudited)	For the period May 2, 2012 (commencement of operations) to October 31, 2012
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 32,666	$ 24,706
Net realized gain (loss)	4,753	(26,248)
Change in net unrealized appreciation (depreciation)	404,212	77,156
Net increase (decrease) in net assets resulting from operations	441,631	75,614
Distributions to shareholders from net investment income	(26,848)	(26,857)
Share transactions - net increase (decrease)	1,134,122	3,026,094
Total increase (decrease) in net assets	1,548,905	3,074,851
Net Assets
Beginning of period	3,074,851	-
End of period (including undistributed net investment income of $5,817 and distributions in excess of net investment income of $1, respectively)	$ 4,623,756	$ 3,074,851

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

Semiannual Report

Financial Highlights - Class A

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.15	$ 10.00
Income from Investment Operations
Net investment income (loss) E	.10	.09
Net realized and unrealized gain (loss)	1.17	.16
Total from investment operations	1.27	.25
Distributions from net investment income	(.09)	(.10)
Net asset value, end of period	$ 11.33	$ 10.15
Total Return B, C, D	12.53%	2.51%
Ratios to Average Net Assets F, I
Expenses before reductions	7.66% A	7.41% A
Expenses net of fee waivers, if any	1.45% A	1.45% A
Expenses net of all reductions	1.41% A	1.44% A
Net investment income (loss)	1.94% A	1.89% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,392	$ 756
Portfolio turnover rate G	78% A	36% J

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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 not annualized.

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

Semiannual Report

Financial Highlights - Class T

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.14	$ 10.00
Income from Investment Operations
Net investment income (loss) E	.09	.08
Net realized and unrealized gain (loss)	1.16	.15
Total from investment operations	1.25	.23
Distributions from net investment income	(.07)	(.09)
Net asset value, end of period	$ 11.32	$ 10.14
Total Return B, C, D	12.41%	2.31%
Ratios to Average Net Assets F, I
Expenses before reductions	7.87% A	7.68% A
Expenses net of fee waivers, if any	1.70% A	1.70% A
Expenses net of all reductions	1.66% A	1.69% A
Net investment income (loss)	1.69% A	1.64% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 919	$ 714
Portfolio turnover rate G	78% A	36% J

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Total returns do not include the effect of the sales charges.

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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 not annualized.

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

Semiannual Report

Financial Highlights - Class C

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 H
Selected Per-Share Data
Net asset value, beginning of period	$ 10.14	$ 10.00
Income from Investment Operations
Net investment income (loss) E	.06	.06
Net realized and unrealized gain (loss)	1.17	.15
Total from investment operations	1.23	.21
Distributions from net investment income	(.06)	(.07)
Net asset value, end of period	$ 11.31	$ 10.14
Total Return B, C, D	12.12%	2.12%
Ratios to Average Net Assets F, I
Expenses before reductions	8.47% A	8.19% A
Expenses net of fee waivers, if any	2.20% A	2.20% A
Expenses net of all reductions	2.16% A	2.19% A
Net investment income (loss)	1.19% A	1.14% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,214	$ 666
Portfolio turnover rate G	78% A	36% J

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

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

^E Calculated based on average shares outstanding during the period.

^F Fees and expenses of any 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 May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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 not annualized.

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

Semiannual Report

Financial Highlights - Institutional Class

	Six months ended April 30, 2013	Period ended October 31,
	(Unaudited)	2012 G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.15	$ 10.00
Income from Investment Operations
Net investment income (loss) D	.12	.10
Net realized and unrealized gain (loss)	1.16	.16
Total from investment operations	1.28	.26
Distributions from net investment income	(.09)	(.11)
Net asset value, end of period	$ 11.34	$ 10.15
Total Return B, C	12.71%	2.61%
Ratios to Average Net Assets E, H
Expenses before reductions	7.30% A	7.23% A
Expenses net of fee waivers, if any	1.20% A	1.20% A
Expenses net of all reductions	1.16% A	1.19% A
Net investment income (loss)	2.19% A	2.14% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,100	$ 939
Portfolio turnover rate F	78% A	36% I

^A Annualized

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

^C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

^D Calculated based on average shares outstanding during the period.

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

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

^G For the period May 2, 2012 (commencement of operations) to October 31, 2012.

^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 reductions from 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.

^I Amount not annualized.

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

Semiannual Report

Notes to Financial Statements

For the period ended April 30, 2013 (Unaudited)

1. Organization.

Fidelity Advisor® Global Equity Income Fund (the Fund) is a fund of Fidelity Advisor Series VIII (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

April 30, 2013, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. 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. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, 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 may also differ by class. Expenses directly attributable to a fund are charged to that

Semiannual Report

3. Significant Accounting Policies - continued

Class Allocations and Expenses - continued

fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP.

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), partnerships, capital loss carryforwards, equity-debt classifications and losses deferred due to wash sales.

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

Gross unrealized appreciation	$ 528,535
Gross unrealized depreciation	(56,053)
Net unrealized appreciation (depreciation) on securities and other investments	$ 472,482
Tax cost	$ 4,079,151

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration
No expiration
Short-term	$ (24,859)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,371,440 and $1,371,522, respectively.

5. 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 an annualized 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 .70% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares, except for the Institutional Class. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

	Distribution Fee	Service Fee	Total Fees	Retained by FDC
Class A	-%	.25%	$ 1,280	$ 980
Class T	.25%	.25%	1,942	1,674
Class C	.75%	.25%	4,392	4,392
			$ 7,614	$ 7,046

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T and Class C redemptions. The deferred sales charges range from 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 6,868
Class C*	18
	$ 6,886

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

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

	Amount	% of Average Net Assets*
Class A	$ 997	.19
Class T	562	.14
Class C	1,084	.25
Institutional Class	623	.13
	$ 3,266

* Annualized

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 each month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $9 for the period.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

FMR contractually agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. This reimbursement will remain in place through December 31,2013. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

	Expense Limitations	Reimbursement from adviser
Class A	1.45%	$ 31,872
Class T	1.70%	24,026
Class C	2.20%	27,601
Institutional Class	1.20%	30,207
		$ 113,706

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 $699 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 $7.

Semiannual Report

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

	Six months ended April 30, 2013	Period ended October 31, 2012 A
From net investment income
Class A	$ 8,287	$ 6,925
Class T	5,365	5,775
Class C	4,543	4,470
Institutional Class	8,653	9,687
Total	$ 26,848	$ 26,857

^A For the period May 2, 2012 (commencement of operations) to October 31, 2012.

9. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
	Six months ended April 30, 2013	Period ended October 31, 2012 A	Six months ended April 30, 2013	Period ended October 31, 2012 A
Class A
Shares sold	51,602	73,860	$ 555,186	$ 736,903
Reinvestment of distributions	752	694	7,950	6,925
Shares redeemed	(4,051)	-	(44,473)	-
Net increase (decrease)	48,303	74,554	$ 518,663	$ 743,828
Class T
Shares sold	10,254	69,801	$ 111,296	$ 699,717
Reinvestment of distributions	503	579	5,287	5,775
Shares redeemed	-	(1)	-	(15)
Net increase (decrease)	10,757	70,379	$ 116,583	$ 705,477
Class C
Shares sold	45,835	65,575	$ 495,548	$ 655,827
Reinvestment of distributions	431	450	4,543	4,470
Shares redeemed	(4,582)	(335)	(50,412)	(3,402)
Net increase (decrease)	41,684	65,690	$ 449,679	$ 656,895
Institutional Class
Shares sold	3,751	106,504	$ 41,122	$ 1,051,902
Reinvestment of distributions	819	972	8,619	9,687
Shares redeemed	(56)	(14,978)	(544)	(141,695)
Net increase (decrease)	4,514	92,498	$ 49,197	$ 919,894

^A For the period May 2, 2012 (commencement of operations) to October 31, 2012.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Other.

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

At the end of the period, FMR or its affiliates were the owners of record of 62% of the total outstanding shares of the Fund.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors (UK) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

(Fidelity Investment logo)(registered trademark)

AGEDI-USAN-0613
1.938144.100

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. Investments

(a) Not applicable.

(b) Not applicable

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Advisor Series VIII's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Advisor Series VIII'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.

Fidelity Advisor Series VIII

By:	/s/Kenneth B. Robins
	Kenneth B. Robins
	President and Treasurer
Date:	June 21, 2013

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

By:	/s/Kenneth B. Robins
	Kenneth B. Robins
	President and Treasurer
Date:	June 21, 2013
By:	/s/Christine Reynolds
	Christine Reynolds
	Chief Financial Officer
Date:	June 21, 2013