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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-5361

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

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:	December 31

Date of reporting period:	December 31, 2010

This report on Form N-CSR relates solely to the Registrant's Asset Manager Portfolio, Asset Manager: Growth Portfolio, Freedom 2005 Portfolio, Freedom 2010 Portfolio, Freedom 2015 Portfolio, Freedom 2020 Portfolio, Freedom 2025 Portfolio, Freedom 2030 Portfolio, Freedom 2035 Portfolio, Freedom 2040 Portfolio, Freedom 2045 Portfolio, Freedom 2050 Portfolio, Freedom Income Portfolio, Freedom Lifetime Income I Portfolio, Freedom Lifetime Income II Portfolio, Freedom Lifetime Income III Portfolio, FundsManager 20% Portfolio, FundsManager 50% Portfolio, FundsManager 60%, FundsManager 70% Portfolio, FundsManager 85% Portfolio, Investment Grade Bond Portfolio, Investor Freedom 2005 Portfolio, Investor Freedom 2010 Portfolio, Investor Freedom 2015 Portfolio, Investor Freedom 2020 Portfolio, Investor Freedom 2025 Portfolio, Investor Freedom 2030 Portfolio, Investor Freedom Income Portfolio and Strategic Income Portfolio series (each, a "Fund" and collectively, the "Funds").

Item 1. Reports to Stockholders

Fidelity® Variable Insurance Products:
Asset Manager Portfolio

Annual Report

December 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Performance	<Click Here>	How the fund has done over time.
Management's Discussion of Fund Performance	<Click Here>	The Portfolio Manager's review of fund performance and strategy.
Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.
Report of Independent Registered Public Accounting Firm	<Click Here>
Trustees and Officers	<Click Here>
Distributions	<Click Here>
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/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.

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

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

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

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

The general research services agreement with Fidelity Research & Analysis Company has been terminated and is no longer in effect for the fund.

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.

Annual Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Past 10 years
VIP Asset Manager Portfolio - Initial Class	14.26%	5.44%	3.97%
VIP Asset Manager Portfolio - Service Class	14.14%	5.32%	3.86%
VIP Asset Manager Portfolio - Service Class 2	13.96%	5.17%	3.70%
VIP Asset Manager Portfolio - Investor Class ^A	14.16%	5.33%	3.91%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Asset Manager Portfolio - Initial Class on December 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

fid25

Annual Report

Management's Discussion of Fund Performance

Market Recap: While market improvements around the world hit a speed bump in the first half of the 12-month period ending December 31, 2010, world economies re-accelerated in August, supported by a broadening recovery and low inflation in the U.S. Domestic stock markets recorded solid gains for the year, lifted by a strong second-half rally fueled by economic optimism, encouraging earnings reports and a wave of corporate mergers. The large-cap S&P 500® Index rose 15.06%, the blue-chip-laden Dow Jones Industrial Average^SM added 14.06% and the technology-heavy Nasdaq Composite® Index climbed 18.02%. Meanwhile, international stocks, as represented by the MSCI® ACWI® (All Country World Index) ex USA Index, gained 11.29%, boosted in part by a depreciating U.S. dollar. In the fixed-income arena, U.S. taxable investment-grade bonds generated positive results during 2010, as the Barclays Capital® U.S. Aggregate Bond Index gained 6.54%. With ultra-low interest rates bolstering nearly all fixed-income securities for most of the year, sectors in the index with higher yields and more credit risk generally fared best, while most high-quality bonds generated more-moderate returns. Meanwhile, high-yield bonds, as represented by The BofA Merrill Lynch^SM US High Yield Constrained Index, returned 15.07%, a result of improved economic data and strengthening investor demand. Overseas, foreign bond markets showed mixed results, with a sizable disparity between the 3.97% return of the Citigroup® Non-U.S. Group of 7 Index - which measures the performance of sovereign debt of the major global economies outside the U.S. - and the 12.04% advance of the JPMorgan Emerging Markets Bond Index Global (EMBI Global), which benefited from the rising overall credit quality of emerging-markets debt issuers.

Comments from Geoff Stein, Portfolio Manager of VIP Asset Manager Portfolio: For the year ending December 31, 2010, the fund's share classes significantly outperformed the 10.43% return of the Fidelity Asset Manager 50% Composite Index. (For specific portfolio results, please see the performance section of this report.) Strong security selection among domestic equities and favorable asset allocation drove the fund's return versus the benchmark. Regarding asset allocation, maintaining a somewhat riskier-than-benchmark positioning in a market environment that rewarded risk proved advantageous. Specifically, I modestly overweighted domestic equities, maintained out-of-benchmark stakes in high-yield bonds and emerging-markets equities, and underweighted the more defensive cash and investment-grade bond categories - all of which contributed significantly. Underweighting foreign developed-markets equities also helped. As for security selection, in addition to domestic equities, solid bond picking in the investment-grade bond central fund boosted performance. Within domestic equities, stock selection and an overweighting in the top-performing consumer discretionary sector - which increased as a percentage of assets - added the most. Stock picks in information technology also helped, as did positive overall positioning in health care, materials, industrials, consumer staples and utilities. Among individual holdings, leading contributors included overweightings in computer and mobile device maker Apple, truck-engine manufacturer Cummins, and footwear producer Deckers Outdoor, as well as a non-index investment in Chinese Internet search provider Baidu. We sold our position in Baidu during the period. In fixed income, beneficial sector positioning complemented strong security selection. Overweighting corporate bonds and commercial mortgage-backed securities, generally underweighting residential mortgage-backed securities and adjusting the allocation to U.S. Treasuries as the market environment changed during the year helped the investment-grade bond central fund beat its index. There were no major detractors during the period. Weak positioning in financials and a modest cash stake dampened the domestic equity subportfolio's performance somewhat. But the subportfolio still beat its index by a sizable margin. Individual holdings that disappointed included an out-of-benchmark investment in Canadian smart phone manufacturer Research In Motion and an overweighting in Internet search giant Google.

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

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2010 to December 31, 2010).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
Initial Class	.62%
Actual		$ 1,000.00	$ 1,166.00	$ 3.38
Hypothetical^A		$ 1,000.00	$ 1,022.08	$ 3.16
Service Class	.74%
Actual		$ 1,000.00	$ 1,164.90	$ 4.04
Hypothetical^A		$ 1,000.00	$ 1,021.48	$ 3.77
Service Class 2	.88%
Actual		$ 1,000.00	$ 1,164.20	$ 4.80
Hypothetical^A		$ 1,000.00	$ 1,020.77	$ 4.48
Investor Class	.71%
Actual		$ 1,000.00	$ 1,165.90	$ 3.88
Hypothetical^A		$ 1,000.00	$ 1,021.63	$ 3.62

^A 5% return per year before expenses

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

Annual Report

Investment Changes (Unaudited)

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each of Fidelity's International Equity and Fixed-Income Central Funds.

Top Five Stocks as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Apple, Inc.	2.1	1.6
Google, Inc. Class A	1.2	0.0
Delta Air Lines, Inc.	1.0	1.1
United Continental Holdings, Inc.	0.8	0.9
Freeport-McMoRan Copper & Gold, Inc.	0.7	0.0
	5.8
Top Five Bond Issuers as of December 31, 2010
(with maturities greater than one year)	% of fund's net assets	% of fund's net assets 6 months ago
Fannie Mae	12.4	8.7
U.S. Treasury Obligations	10.2	12.1
Ginnie Mae	1.2	1.1
Freddie Mac	1.0	1.0
Morgan Stanley	0.3	0.4
	25.1
Top Five Market Sectors as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Consumer Discretionary	12.4	9.0
Financials	12.1	14.2
Information Technology	11.3	8.7
Industrials	8.6	9.0
Materials	7.0	3.6

Asset Allocation (% of fund's net assets)
As of December 31, 2010 *			As of June 30, 2010 **
	Stock class *** 54.2%			Stock class **** 48.2%
	Bond class 40.7%			Bond class 41.7%
	Short-term class 5.1%			Short-term class 10.1%
* Foreign investments		23.6%	** Foreign investments		19.5%

fid36

*** Includes Commodities & Related Investments of 1.6%.

**** Includes Commodities & Related Investments of 1.5%.

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

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

Annual Report

Investments December 31, 2010

Showing Percentage of Net Assets

Common Stocks - 37.3%
	Shares		Value
CONSUMER DISCRETIONARY - 8.3%
Auto Components - 0.5%
Autoliv, Inc.	19,200		$ 1,515,648
BorgWarner, Inc. (a)	73,200		5,296,752
			6,812,400
Automobiles - 0.7%
Bayerische Motoren Werke AG (BMW)	84,657		6,661,020
Daimler AG (Germany) (a)	24,335		1,650,546
General Motors Co.	61,200		2,255,832
			10,567,398
Diversified Consumer Services - 0.1%
Anhanguera Educacional Participacoes SA	46,000		1,108,734
Hotels, Restaurants & Leisure - 0.8%
Chipotle Mexican Grill, Inc. (a)	15,800		3,360,028
Las Vegas Sands Corp. (a)	55,200		2,536,440
Panera Bread Co. Class A (a)	25,900		2,621,339
Starwood Hotels & Resorts Worldwide, Inc.	58,600		3,561,708
			12,079,515
Household Durables - 0.4%
Cyrela Brazil Realty SA	155,000		2,040,764
Gafisa SA sponsored ADR (d)	285,400		4,146,862
			6,187,626
Internet & Catalog Retail - 1.2%
Amazon.com, Inc. (a)	50,200		9,036,000
E-Commerce China Dangdang, Inc. ADR	34,600		936,622
Expedia, Inc.	98,900		2,481,401
Priceline.com, Inc. (a)	10,900		4,355,095
			16,809,118
Leisure Equipment & Products - 0.1%
Hasbro, Inc.	32,500		1,533,350
Media - 0.3%
Discovery Communications, Inc. (a)	41,300		1,722,210
Grupo Televisa SA de CV (CPO) sponsored ADR	76,300		1,978,459
			3,700,669
Multiline Retail - 1.2%
Dollarama, Inc. (a)	20,500		591,793
Droga Raia SA	42,000		643,837
Macy's, Inc.	352,500		8,918,250
Nordstrom, Inc.	96,800		4,102,384
Target Corp.	45,900		2,759,967
			17,016,231
Specialty Retail - 0.8%
China ZhengTong Auto Services Holdings Ltd.	566,000		533,777
Tiffany & Co., Inc.	73,000		4,545,710
Williams-Sonoma, Inc.	167,700		5,985,213
			11,064,700

	Shares		Value
Textiles, Apparel & Luxury Goods - 2.2%
Coach, Inc.	118,200		$ 6,537,642
Deckers Outdoor Corp. (a)	96,600		7,702,884
Fossil, Inc. (a)	59,900		4,221,752
LVMH Moet Hennessy - Louis Vuitton	6,330		1,041,821
NIKE, Inc. Class B	12,300		1,050,666
Phillips-Van Heusen Corp.	84,300		5,311,743
Steven Madden Ltd. (a)	35,900		1,497,748
The Swatch Group AG (Bearer)	4,990		2,226,086
Vera Bradley, Inc.	46,100		1,521,300
			31,111,642
TOTAL CONSUMER DISCRETIONARY			117,991,383
CONSUMER STAPLES - 0.6%
Beverages - 0.1%
Hansen Natural Corp. (a)	28,900		1,510,892
Personal Products - 0.5%
Estee Lauder Companies, Inc. Class A	49,000		3,954,300
Hengan International Group Co. Ltd.	352,500		3,040,865
			6,995,165
TOTAL CONSUMER STAPLES			8,506,057
ENERGY - 3.4%
Energy Equipment & Services - 1.2%
Dril-Quip, Inc. (a)	29,600		2,300,512
Saipem SpA	47,758		2,352,324
Schlumberger Ltd.	111,213		9,286,286
Transocean Ltd. (a)	49,700		3,454,647
			17,393,769
Oil, Gas & Consumable Fuels - 2.2%
Alpha Natural Resources, Inc. (a)	75,900		4,556,277
Anadarko Petroleum Corp.	37,900		2,886,464
Cimarex Energy Co.	26,600		2,354,898
Concho Resources, Inc. (a)	62,400		5,470,608
OAO Gazprom sponsored ADR	31,600		803,904
Peabody Energy Corp.	49,000		3,135,020
Pioneer Natural Resources Co.	63,500		5,513,070
Tesoro Corp.	43,700		810,198
Uranium One, Inc.	133,000		634,794
Whiting Petroleum Corp. (a)	47,000		5,507,930
			31,673,163
TOTAL ENERGY			49,066,932
FINANCIALS - 2.0%
Capital Markets - 0.4%
BlackRock, Inc. Class A	29,800		5,679,284
Commercial Banks - 1.1%
Banco do Brasil SA	194,300		3,678,651
BBVA Banco Frances SA sponsored ADR	126,500		1,467,400
Huntington Bancshares, Inc.	23,200		159,384
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Commercial Banks - continued
Itau Unibanco Banco Multiplo SA ADR	177,300		$ 4,256,973
Wells Fargo & Co.	178,700		5,537,913
			15,100,321
Diversified Financial Services - 0.5%
Apollo Global Management LLC (e)	315,200		2,521,600
JPMorgan Chase & Co.	121,800		5,166,756
			7,688,356
TOTAL FINANCIALS			28,467,961
HEALTH CARE - 2.7%
Biotechnology - 0.6%
Gilead Sciences, Inc. (a)	89,400		3,239,856
United Therapeutics Corp. (a)	77,200		4,880,584
			8,120,440
Health Care Equipment & Supplies - 0.4%
Edwards Lifesciences Corp. (a)	47,100		3,807,564
Volcano Corp. (a)	98,300		2,684,573
			6,492,137
Health Care Providers & Services - 1.3%
Express Scripts, Inc. (a)	165,400		8,939,870
HMS Holdings Corp. (a)	31,800		2,059,686
Medco Health Solutions, Inc. (a)	120,300		7,370,781
			18,370,337
Health Care Technology - 0.1%
SXC Health Solutions Corp. (a)	39,100		1,670,169
Pharmaceuticals - 0.3%
Valeant Pharmaceuticals International, Inc.	136,750		3,877,760
TOTAL HEALTH CARE			38,530,843
INDUSTRIALS - 5.9%
Aerospace & Defense - 0.5%
BE Aerospace, Inc. (a)	27,100		1,003,513
Goodrich Corp.	40,800		3,593,256
Precision Castparts Corp.	14,500		2,018,545
			6,615,314
Air Freight & Logistics - 0.1%
Air Lease Corp. Class A (a)(e)	59,100		1,211,550
Airlines - 1.8%
Delta Air Lines, Inc. (a)	1,113,725		14,032,935
United Continental Holdings, Inc. (a)	502,570		11,971,217
			26,004,152
Construction & Engineering - 0.0%
Fluor Corp.	13,100		868,006
Electrical Equipment - 0.2%
Emerson Electric Co.	48,600		2,778,462

	Shares		Value
Machinery - 2.9%
Caterpillar, Inc.	90,700		$ 8,494,962
Changsha Zoomlion Heavy Industry Science & Technology Development Co. Ltd. (H Shares)	414,600		936,684
Cummins, Inc.	71,900		7,909,719
Dover Corp.	64,300		3,758,335
Kennametal, Inc.	126,600		4,995,636
MAN SE	34,198		4,068,865
PACCAR, Inc.	32,900		1,889,118
Parker Hannifin Corp.	76,300		6,584,690
Sandvik AB	107,400		2,095,508
Weg SA	19,800		260,095
			40,993,612
Road & Rail - 0.4%
CSX Corp.	43,300		2,797,613
Union Pacific Corp.	29,600		2,742,736
			5,540,349
Trading Companies & Distributors - 0.0%
Mills Estruturas e Servicos de Engenharia SA (a)	49,000		608,237
TOTAL INDUSTRIALS			84,619,682
INFORMATION TECHNOLOGY - 9.7%
Communications Equipment - 1.4%
HTC Corp.	52,000		1,604,388
Juniper Networks, Inc. (a)	196,700		7,262,164
Research In Motion Ltd. (a)	115,700		6,725,641
Riverbed Technology, Inc. (a)	104,600		3,678,782
			19,270,975
Computers & Peripherals - 3.0%
Apple, Inc. (a)	93,800		30,256,129
EMC Corp. (a)	152,700		3,496,830
NetApp, Inc. (a)	168,700		9,271,752
			43,024,711
Internet Software & Services - 2.0%
Akamai Technologies, Inc. (a)	51,400		2,418,370
eBay, Inc. (a)	117,100		3,258,893
Google, Inc. Class A (a)	28,600		16,987,542
Mail.ru Group Ltd. GDR unit (a)(e)	10,500		378,000
Rackspace Hosting, Inc. (a)	26,300		826,083
Tencent Holdings Ltd.	175,300		3,809,350
YouKu.com, Inc. ADR (a)	29,400		1,029,294
			28,707,532
IT Services - 0.5%
Cognizant Technology Solutions Corp. Class A (a)	103,200		7,563,528
Semiconductors & Semiconductor Equipment - 1.4%
ARM Holdings PLC sponsored ADR	99,000		2,054,250
Broadcom Corp. Class A	195,800		8,527,090
Marvell Technology Group Ltd. (a)	267,400		4,960,270
NVIDIA Corp. (a)	55,600		856,240
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
Semiconductors & Semiconductor Equipment - continued
NXP Semiconductors NV	119,300		$ 2,496,949
TriQuint Semiconductor, Inc. (a)	89,600		1,047,424
			19,942,223
Software - 1.4%
Citrix Systems, Inc. (a)	61,900		4,234,579
Informatica Corp. (a)	179,800		7,916,594
NCsoft Corp.	4,413		820,612
RealPage, Inc.	56,600		1,750,638
Rovi Corp. (a)	13,800		855,738
Solera Holdings, Inc.	32,600		1,673,032
Taleo Corp. Class A (a)	68,500		1,894,025
			19,145,218
TOTAL INFORMATION TECHNOLOGY			137,654,187
MATERIALS - 4.6%
Chemicals - 3.0%
Celanese Corp. Class A	104,100		4,285,797
CF Industries Holdings, Inc.	56,400		7,622,460
Dow Chemical Co.	209,800		7,162,572
Ferro Corp. (a)	77,200		1,130,208
FMC Corp.	65,600		5,240,784
LyondellBasell Industries NV Class A (a)	201,100		6,917,840
PPG Industries, Inc.	67,100		5,641,097
Rockwood Holdings, Inc. (a)	72,600		2,840,112
Uralkali JSC GDR (Reg. S)	63,300		2,324,376
			43,165,246
Metals & Mining - 1.6%
Alcoa, Inc.	323,400		4,977,126
Anglo American PLC (United Kingdom)	22,100		1,150,058
Freeport-McMoRan Copper & Gold, Inc.	78,100		9,379,029
Stillwater Mining Co. (a)	118,100		2,521,435
United States Steel Corp. (d)	68,800		4,019,296
			22,046,944
TOTAL MATERIALS			65,212,190
TELECOMMUNICATION SERVICES - 0.1%
Wireless Telecommunication Services - 0.1%
NII Holdings, Inc. (a)	49,500		2,210,670
TOTAL COMMON STOCKS (Cost $391,462,439)		532,259,905
Nonconvertible Preferred Stocks - 0.2%
	Shares		Value
CONSUMER DISCRETIONARY - 0.2%
Automobiles - 0.2%
Volkswagen AG (Cost $2,221,499)	14,600		$ 2,369,752
Fixed-Income Funds - 41.6%

Fidelity Floating Rate Central Fund (g)	458,055		45,723,024
Fidelity High Income Central Fund 1 (g)	544,214		52,973,765
Fidelity VIP Investment Grade Central Fund (g)	4,701,507		494,551,472
TOTAL FIXED-INCOME FUNDS (Cost $576,599,687)		593,248,261
Equity Funds - 16.2%

Commodity Funds - 1.6%
Fidelity Commodity Strategy Central Fund (g)	1,804,742		22,829,987
International Equity Funds - 14.6%
Fidelity Emerging Markets Equity Central Fund (g)	198,436		44,864,395
Fidelity International Equity Central Fund (g)	2,284,088		162,878,293
TOTAL INTERNATIONAL EQUITY FUNDS			207,742,688
TOTAL EQUITY FUNDS (Cost $224,711,669)		230,572,675
Money Market Funds - 5.0%

Fidelity Cash Central Fund, 0.19% (b)	33,232,414		33,232,414
Fidelity Money Market Central Fund, 0.40% (b)	30,296,089		30,296,089
Fidelity Securities Lending Cash Central Fund, 0.21% (b)(c)	7,701,750		7,701,750
TOTAL MONEY MARKET FUNDS (Cost $71,230,253)		71,230,253

U.S. Treasury Obligations - 0.1%
	Principal Amount
U.S. Treasury Bills, yield at date of purchase 0.12% 1/13/11 (f) (Cost $849,963)	$ 850,000	849,992

TOTAL INVESTMENT PORTFOLIO - 100.4%

(Cost $1,267,075,510)

1,430,530,838

NET OTHER ASSETS (LIABILITIES) - (0.4)%

(5,293,361)

NET ASSETS - 100%

$ 1,425,237,477

Futures Contracts
	Expiration Date	Underlying Face Amount at Value	Unrealized Appreciation/(Depreciation)
Purchased
Equity Index Contracts
98 CME E-mini MSCI EAFE Index Contracts	March 2011	$ 8,138,900	$ 152,832

The face value of futures purchased as a percentage of net assets is 0.6%

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $4,111,150 or 0.3% of net assets.

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $849,992.

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

Affiliated Central Funds

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

Fund	Income earned
Fidelity Cash Central Fund	$ 135,312
Fidelity Commodity Strategy Central Fund	9,949
Fidelity Emerging Markets Equity Central Fund	455,866
Fidelity Floating Rate Central Fund	1,105,803
Fidelity High Income Central Fund 1	4,342,306
Fidelity International Equity Central Fund	3,512,665
Fidelity Money Market Central Fund	35,703
Fidelity Securities Lending Cash Central Fund	40,279
Fidelity VIP Investment Grade Central Fund	18,465,953
Total	$ 28,103,836

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

Fund	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity Commodity Strategy Central Fund	$ 14,116,056	$ 13,688,876	$ 7,053,476	$ 22,829,987	8.4%
Fidelity Emerging Markets Equity Central Fund	29,539,978	8,032,959	-	44,864,395	9.2%
Fidelity Floating Rate Central Fund	16,359,922	27,111,567	-	45,723,024	1.6%
Fidelity High Income Central Fund 1	55,262,376	4,342,305	10,014,368	52,973,765	9.0%
Fidelity International Equity Central Fund	162,876,514	3,512,665	15,404,010	162,878,293	9.2%
Fidelity VIP Investment Grade Central Fund	504,626,110	55,409,571	70,115,786	494,551,472	13.2%
Total	$ 782,780,956	$ 112,097,943	$ 102,587,640	$ 823,820,936

Other Information

The following is a summary of the inputs used, as of December 31, 2010, 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 Security 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	$ 120,361,135	$ 120,361,135	$ -	$ -
Consumer Staples	8,506,057	8,506,057	-	-
Energy	49,066,932	49,066,932	-	-
Financials	28,467,961	25,946,361	2,521,600	-
Health Care	38,530,843	38,530,843	-	-
Industrials	84,619,682	83,408,132	-	1,211,550
Information Technology	137,654,187	137,654,187	-	-
Materials	65,212,190	65,212,190	-	-
Telecommunication Services	2,210,670	2,210,670	-	-
U.S. Government and Government Agency Obligations	849,992	-	849,992	-
Fixed-Income Funds	593,248,261	593,248,261	-	-
Money Market Funds	71,230,253	71,230,253	-	-
Equity Funds	230,572,675	230,572,675	-	-
Total Investments in Securities:	$ 1,430,530,838	$ 1,425,947,696	$ 3,371,592	$ 1,211,550
Derivative Instruments:
Assets
Futures Contracts	$ 152,832	$ 152,832	$ -	$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:
Beginning Balance	$ -
Total Realized Gain (Loss)	-
Total Unrealized Gain (Loss)	29,550
Cost of Purchases	1,182,000
Proceeds of Sales	-
Amortization/Accretion	-
Transfers in to Level 3	-
Transfers out of Level 3	-
Ending Balance	$ 1,211,550
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2010	$ 29,550

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of December 31, 2010. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type	Value
	Asset	Liability
Equity Risk
Futures Contracts (a)	$ 152,832	$ -
Total Equity Risk	$ 152,832	$ -

(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.

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments of Fidelity's International Equity and Fixed-Income Central Funds.

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

U.S. Government and U.S. Government Agency Obligations	25.1%
AAA,AA,A	6.7%
BBB	4.7%
BB	2.9%
B	2.8%
CCC,CC,C	0.8%
Not Rated	1.1%
Equities	54.2%
Short-Term Investments and Net Other Assets	1.7%
	100.0%

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

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

United States of America	76.4%
United Kingdom	3.1%
Germany	1.9%
Japan	1.8%
Brazil	1.7%
Canada	1.7%
France	1.5%
Netherlands	1.4%
Switzerland	1.3%
Cayman Islands	1.1%
Others (Individually Less Than 1%)	8.1%
	100.0%

Income Tax Information

At December 31, 2010, the Fund had a capital loss carryforward of approximately $137,245,675 of which $103,924,134 and $33,321,541 will expire in fiscal 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (including securities loaned of $7,463,725) - See accompanying schedule: Unaffiliated issuers (cost $394,533,901)	$ 535,479,649
Fidelity Central Funds (cost $872,541,609)	895,051,189
Total Investments (cost $1,267,075,510)		$ 1,430,530,838
Cash		458
Receivable for investments sold		3,698,785
Receivable for fund shares sold		542,171
Dividends receivable		169,975
Distributions receivable from Fidelity Central Funds		7,191
Receivable for daily variation on futures contracts		54,880
Prepaid expenses		3,303
Other receivables		87,764
Total assets		1,435,095,365

Liabilities
Payable for investments purchased	$ 837,501
Payable for fund shares redeemed	483,617
Accrued management fee	598,520
Distribution and service plan fees payable	8,810
Other affiliated payables	133,401
Other payables and accrued expenses	94,289
Collateral on securities loaned, at value	7,701,750
Total liabilities		9,857,888

Net Assets		$ 1,425,237,477
Net Assets consist of:
Paid in capital		$ 1,377,508,895
Undistributed net investment income		13,054
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(115,893,636)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		163,609,164
Net Assets		$ 1,425,237,477

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($1,279,305,624 ÷ 87,973,537 shares)		$ 14.54

Service Class: Net Asset Value, offering price and redemption price per share ($8,612,637 ÷ 595,943 shares)		$ 14.45

Service Class 2: Net Asset Value, offering price and redemption price per share ($39,148,045 ÷ 2,737,406 shares)		$ 14.30

Investor Class: Net Asset Value, offering price and redemption price per share ($98,171,171 ÷ 6,776,723 shares)		$ 14.49

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Dividends		$ 3,632,214
Interest		974
Income from Fidelity Central Funds		28,103,836
Total income		31,737,024

Expenses
Management fee	$ 6,907,190
Transfer agent fees	1,096,425
Distribution and service plan fees	105,070
Accounting and security lending fees	549,535
Custodian fees and expenses	53,033
Independent trustees' compensation	5,286
Appreciation in deferred trustee compensation account	180
Audit	49,329
Legal	10,968
Miscellaneous	19,681
Total expenses before reductions	8,796,697
Expense reductions	(240,576)	8,556,121
Net investment income (loss)		23,180,903
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	86,630,513
Fidelity Central Funds	5,709,782
Foreign currency transactions	(131,113)
Futures contracts	2,252,824
Capital gain distributions from Fidelity Central Funds	17,137,643
Total net realized gain (loss)		111,599,649
Change in net unrealized appreciation (depreciation) on: Investment securities	46,729,651
Assets and liabilities in foreign currencies	(3,843)
Futures contracts	152,832
Total change in net unrealized appreciation (depreciation)		46,878,640
Net gain (loss)		158,478,289
Net increase (decrease) in net assets resulting from operations		$ 181,659,192

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 23,180,903	$ 28,241,405
Net realized gain (loss)	111,599,649	(15,677,068)
Change in net unrealized appreciation (depreciation)	46,878,640	301,781,112
Net increase (decrease) in net assets resulting from operations	181,659,192	314,345,449
Distributions to shareholders from net investment income	(22,808,550)	(29,225,472)
Distributions to shareholders from net realized gain	(6,928,726)	(2,058,644)
Total distributions	(29,737,276)	(31,284,116)
Share transactions - net increase (decrease)	(91,985,209)	(106,930,344)
Total increase (decrease) in net assets	59,936,707	176,130,989

Net Assets
Beginning of period	1,365,300,770	1,189,169,781
End of period (including undistributed net investment income of $13,054 and undistributed net investment income of $510,507, respectively)	$ 1,425,237,477	$ 1,365,300,770

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 13.00	$ 10.31	$ 16.58	$ 15.71	$ 15.04
Income from Investment Operations
Net investment income (loss)^C	.23	.26	.36	.44	.44
Net realized and unrealized gain (loss)	1.62	2.73	(4.75)	1.88	.64
Total from investment operations	1.85	2.99	(4.39)	2.32	1.08
Distributions from net investment income	(.24)	(.28)	(.37)	(1.00)	(.41)
Distributions from net realized gain	(.07)	(.02)	(1.51)	(.45)	-
Total distributions	(.31)	(.30)	(1.88)	(1.45)	(.41)
Net asset value, end of period	$ 14.54	$ 13.00	$ 10.31	$ 16.58	$ 15.71
Total Return^{A, B}	14.26%	29.11%	(28.76)%	15.57%	7.32%
Ratios to Average Net Assets^{D, F}
Expenses before reductions	.63%	.67%	.63%	.63%	.65%
Expenses net of fee waivers, if any	.63%	.67%	.63%	.63%	.65%
Expenses net of all reductions	.62%	.66%	.63%	.62%	.63%
Net investment income (loss)	1.72%	2.31%	2.62%	2.75%	2.90%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,279,306	$ 1,249,955	$ 1,093,133	$ 1,791,647	$ 2,080,545
Portfolio turnover rate^E	54%	95%	90%	99%	173%

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

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

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

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

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

^F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.92	$ 10.25	$ 16.48	$ 15.61	$ 14.94
Income from Investment Operations
Net investment income (loss)^C	.22	.25	.34	.42	.42
Net realized and unrealized gain (loss)	1.60	2.71	(4.71)	1.86	.64
Total from investment operations	1.82	2.96	(4.37)	2.28	1.06
Distributions from net investment income	(.22)	(.27)	(.35)	(.96)	(.39)
Distributions from net realized gain	(.07)	(.02)	(1.51)	(.45)	-
Total distributions	(.29)	(.29)	(1.86)	(1.41)	(.39)
Net asset value, end of period	$ 14.45	$ 12.92	$ 10.25	$ 16.48	$ 15.61
Total Return^{A, B}	14.14%	28.94%	(28.82)%	15.36%	7.24%
Ratios to Average Net Assets^{D, F}
Expenses before reductions	.75%	.79%	.75%	.74%	.76%
Expenses net of fee waivers, if any	.74%	.79%	.75%	.74%	.76%
Expenses net of all reductions	.73%	.78%	.75%	.74%	.74%
Net investment income (loss)	1.60%	2.18%	2.50%	2.63%	2.79%
Supplemental Data
Net assets, end of period (000 omitted)	$ 8,613	$ 8,230	$ 7,413	$ 13,530	$ 24,021
Portfolio turnover rate^E	54%	95%	90%	99%	173%

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

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

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

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

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.79	$ 10.15	$ 16.34	$ 15.47	$ 14.82
Income from Investment Operations
Net investment income (loss)^C	.19	.23	.32	.39	.39
Net realized and unrealized gain (loss)	1.59	2.68	(4.67)	1.85	.63
Total from investment operations	1.78	2.91	(4.35)	2.24	1.02
Distributions from net investment income	(.20)	(.25)	(.33)	(.92)	(.37)
Distributions from net realized gain	(.07)	(.02)	(1.51)	(.45)	-
Total distributions	(.27)	(.27)	(1.84)	(1.37)	(.37)
Net asset value, end of period	$ 14.30	$ 12.79	$ 10.15	$ 16.34	$ 15.47
Total Return^{A, B}	13.96%	28.76%	(28.95)%	15.24%	7.06%
Ratios to Average Net Assets^{D, F}
Expenses before reductions	.90%	.93%	.90%	.89%	.92%
Expenses net of fee waivers, if any	.89%	.93%	.90%	.89%	.92%
Expenses net of all reductions	.88%	.92%	.89%	.89%	.90%
Net investment income (loss)	1.46%	2.04%	2.36%	2.48%	2.64%
Supplemental Data
Net assets, end of period (000 omitted)	$ 39,148	$ 39,475	$ 37,360	$ 59,670	$ 55,585
Portfolio turnover rate^E	54%	95%	90%	99%	173%

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

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

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

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

Financial Highlights - Investor Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.96	$ 10.28	$ 16.53	$ 15.67	$ 15.03
Income from Investment Operations
Net investment income (loss)^C	.22	.25	.34	.42	.42
Net realized and unrealized gain (loss)	1.61	2.73	(4.72)	1.87	.63
Total from investment operations	1.83	2.98	(4.38)	2.29	1.05
Distributions from net investment income	(.23)	(.28)	(.36)	(.98)	(.41)
Distributions from net realized gain	(.07)	(.02)	(1.51)	(.45)	-
Total distributions	(.30)	(.30)	(1.87)	(1.43)	(.41)
Net asset value, end of period	$ 14.49	$ 12.96	$ 10.28	$ 16.53	$ 15.67
Total Return^{A, B}	14.16%	29.01%	(28.79)%	15.38%	7.16%
Ratios to Average Net Assets^{D, F}
Expenses before reductions	.72%	.77%	.73%	.75%	.78%
Expenses net of fee waivers, if any	.71%	.77%	.73%	.75%	.78%
Expenses net of all reductions	.70%	.76%	.72%	.74%	.76%
Net investment income (loss)	1.63%	2.21%	2.53%	2.63%	2.77%
Supplemental Data
Net assets, end of period (000 omitted)	$ 98,171	$ 67,641	$ 51,264	$ 46,555	$ 27,092
Portfolio turnover rate^E	54%	95%	90%	99%	173%

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

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

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

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

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2010

1. Organization.

VIP Asset Manager Portfolio (the Fund) is a fund of Variable Insurance Products Fund V (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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.

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

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Commodity Strategy Central Fund	FMR Co., Inc. (FMRC)	Seeks to provide investment returns that correspond to the performance of the commodities market.	Investment in wholly-owned subsidiary organized under the laws of the Cayman Islands Futures Repurchase Agreements Swap Agreements
Fidelity Emerging Markets Equity Central Fund	FMRC	Seeks capital appreciation by investing primarily in equity securities of issuers in emerging markets.	Foreign Securities Repurchase Agreements Restricted Securities
Fidelity International Equity Central Fund	FMRC	Seeks capital appreciation by investing primarily in non-U.S. based common stocks, including securities of issuers located in emerging markets.	Foreign Securities Repurchase Agreements
Fidelity Floating Rate Central Fund	FMRC	Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.	Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities
Fidelity High Income Central Fund 1	FMRC	Seeks a high level of income and may also seek capital appreciation by investing primarily in debt securities, preferred stocks, and convertible securities, with an emphasis on lower-quality debt securities.	Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities
VIP Investment Grade Central Fund	Fidelity Investments Money Management, Inc. (FIMM)	Seeks a high level of current income by normally investing in investment-grade debt securities and repurchase agreements.	Delayed Delivery & When Issued Securities Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities Swap Agreements
Fidelity Money Market Central Funds	FIMM	Seeks to obtain a high level of current income consistent with the preservation of capital and liquidity.	Short-Term Investments

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in each of Fidelity's International Equity and Fixed-Income Central Funds, is available at advisor.fidelity.com. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including security valuation policies) of those funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (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:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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)

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 December 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. 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 an independent pricing service 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 significant 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 are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 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 each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

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

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

Annual Report

3. Significant Accounting Policies - continued

Expenses. 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, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of December 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. 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 the short-term gain distributions from the Fidelity Central Funds, in-kind transactions, futures transactions, foreign currency transactions, market discount, partnerships (including allocations from Fidelity Central Funds), deferred trustee 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	$ 230,493,102
Gross unrealized depreciation	(31,784,245)
Net unrealized appreciation (depreciation)	$ 198,708,857

Tax Cost	$ 1,231,821,981

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income	$ 289,114
Capital loss carryforward	$ (137,245,675)
Net unrealized appreciation (depreciation)	$ 198,709,861

The tax character of distributions paid was as follows:

	December 31, 2010	December 31, 2009
Ordinary Income	$ 29,737,276	$ 31,284,116

4. Operating Policies.

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.

Annual Report

Notes to Financial Statements - continued

5. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund uses derivative instruments (derivatives), including futures contracts in order to meet its investment objectives. The strategy is to use 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 may increase or decrease 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.

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 uses 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). Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

The underlying face amount at value of open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end and is representative of activity for the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments. The receivable and/or payable for the variation margin are reflected in the Statement of Assets and Liabilities.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market may limit the ability to close out a futures contract prior to settlement date.

During the period the Fund recognized net realized gain (loss) of $2,252,824 and a change in net unrealized appreciation (depreciation) of $152,832 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $686,556,121 and $779,465,842, respectively.

7. Fees and Other Transactions with Affiliates.

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

The Fund has invested in the Fidelity Commodity Strategy Central Fund, which in turn invests in a wholly-owned subsidiary that invests in commodity-linked derivative instruments. FMR has contractually agreed to waive the Fund's management fee in an amount equal to its proportionate share of the management fee paid to FMR by the subsidiary based on the Fund's proportionate ownership of the Fidelity Commodity Strategy Central Fund. Fees waived totaled $8,290 for the period.

Annual Report

7. 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 12b-1 Plans for each Service Class of shares. Each Service Class pays Fidelity Distributors Corporation (FDC), an affiliate of FMR, a service fee. For the period, the service fee is based on an annual rate of .10% of Service Class' average net assets and .25% of Service Class 2's average net assets.

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services were as follows:

Service Class	$ 8,664
Service Class 2	96,406
	$ 105,070

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing, and shareholder servicing agent. FIIOC receives an asset-based fee with respect to each class. Each class (with the exception of Investor Class) pays a transfer agent fee, excluding out of pocket expenses, equal to an annual rate of .07% of average net assets. Investor Class pays a monthly asset-based transfer agent fee of .15% of average net assets. In addition, FIIOC receives an asset-based fee of .01% of average net assets for typesetting, printing and mailing of shareholder reports, except proxy statements. FIIOC has agreed to voluntarily waive this fee until December 31, 2010. (See Note 10: Expense Reductions.) For the period, transfer agent fees for each class, including printing and out of pocket expenses, were as follows:

Initial Class	$ 930,855
Service Class	7,983
Service Class 2	34,211
Investor Class	123,376
	$ 1,096,425

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $14,327 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 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 $5,316 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent 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 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 $40,279. During the period, there were no securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

10. Expense Reductions.

FMR or its affiliates agreed to waive certain fees during the period as noted in the table below.

Initial Class	$ 89,473
Service Class	628
Service Class 2	2,795
Investor Class	5,504
	$ 98,400

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 $133,870 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 $16.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,	2010	2009
From net investment income
Initial Class	$ 20,670,020	$ 26,891,577
Service Class	130,466	169,095
Service Class 2	539,940	773,072
Investor Class	1,468,124	1,391,728
Total	$ 22,808,550	$ 29,225,472
From net realized gain
Initial Class	$ 6,228,074	$ 1,883,866
Service Class	42,354	12,475
Service Class 2	193,184	60,915
Investor Class	465,114	101,388
Total	$ 6,928,726	$ 2,058,644

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended December 31,	2010	2009	2010	2009
Initial Class
Shares sold	2,953,816	3,094,632	$ 40,305,021	$ 36,278,491
Reinvestment of distributions	1,875,132	2,267,624	26,898,094	28,775,443
Shares redeemed	(12,990,962)	(15,262,713)	(175,862,426)	(169,609,788)
Net increase (decrease)	(8,162,014)	(9,900,457)	$ (108,659,311)	$ (104,555,854)
Service Class
Shares sold	217,938	165,414	$ 2,870,314	$ 1,916,594
Reinvestment of distributions	12,117	14,416	172,820	181,570
Shares redeemed	(270,940)	(266,270)	(3,659,374)	(3,042,535)
Net increase (decrease)	(40,885)	(86,440)	$ (616,240)	$ (944,371)
Service Class 2
Shares sold	317,970	781,888	$ 4,248,620	$ 9,131,267
Reinvestment of distributions	51,977	66,945	733,124	833,987
Shares redeemed	(718,587)	(1,444,406)	(9,598,684)	(16,443,612)
Net increase (decrease)	(348,640)	(595,573)	$ (4,616,940)	$ (6,478,358)
Investor Class
Shares sold	2,175,761	1,221,053	$ 30,128,589	$ 14,777,890
Reinvestment of distributions	135,106	117,966	1,933,238	1,493,116
Shares redeemed	(754,597)	(1,106,415)	(10,154,545)	(11,222,767)
Net increase (decrease)	1,556,270	232,604	$ 21,907,282	$ 5,048,239

Annual Report

13. 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 31% of the total outstanding shares of the Fund and two otherwise unaffiliated shareholders were the owners of record of 28% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of VIP Asset Manager Portfolio (the Fund), a fund of Variable Insurance Products Fund V, including the schedule of investments, as of December 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Asset Manager Portfolio as of December 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 23, 2011

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 189 funds advised by FMR or an affiliate. Mr. Curvey oversees 408 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Kenneth L. Wolfe serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds and another Board oversees Fidelity's equity and high income funds. The asset allocation funds may invest in Fidelity funds that are overseen by such other Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations and Audit Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

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

Interested Trustees*:

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

Abigail P. Johnson (49)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.
James C. Curvey (75)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Albert R. Gamper, Jr. (68)
	Year of Election or Appointment: 2006 Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). He also served as President and Chief Executive Officer of Tyco Capital Corporation (2001-2002). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Robert F. Gartland (59)
	Year of Election or Appointment: 2010 Mr. Gartland is a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-present) and is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).
Arthur E. Johnson (63)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (56)
	Year of Election or Appointment: 2009 Previously, Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity Fixed Income and Asset Allocation Funds (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of the Credit Suisse Funds (U.S. mutual funds, 2004-2008) and certain other closed-end funds (2004-2005) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (70)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, since 1998). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (64)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is an Honorary Trustee of the Brookings Institution and a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (71)
	Year of Election or Appointment: 2007 Mr. Wolfe is Chairman of the Independent Trustees of the Fixed Income and Asset Allocation Funds (2008-present). Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009).

⁺ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
John R. Hebble (52)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (54)
	Year of Election or Appointment: 2005 Vice President of Fidelity's Fixed Income Funds and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of The North Carolina Capital Management Trust: Cash and Term Portfolio (2003-present), the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President of FIMM 130/30 LLC (2008-present), Director of Ballyrock Investment Advisors LLC (2006-present), and an Executive Vice President of FMR (2005-present). Previously, Mr. Greer served as Executive Vice President of FMR Co., Inc. (2005-2009), President and Director of Fidelity Investments Money Management, Inc. (2007-2009) and as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Derek L. Young (46)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Asset Allocation Funds. Mr. Young also serves as Chief Investment Officer of the Global Asset Allocation Group (2009-present). Previously, Mr. Young served as a portfolio manager.
Scott C. Goebel (42)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
David J. Carter (37)
	Year of Election or Appointment: 2010 Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Carter also serves as Vice President, Associate General Counsel (2010-present) and is an employee of Fidelity Investments (2005-present).
Holly C. Laurent (56)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (52)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).
Michael H. Whitaker (43)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Whitaker also serves as Chief Compliance Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present). Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.
Jeffrey S. Christian (49)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).
Bryan A. Mehrmann (49)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.
Stephanie J. Dorsey (41)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Adrien E. Deberghes (43)
	Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Deberghes also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).
Kenneth B. Robins (41)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds (2008-present; 2010-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).
Gary W. Ryan (52)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).
Jonathan Davis (42)
	Year of Election or Appointment: 2010 Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

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

Fund	Pay Date	Record Date	Capital Gains
Initial Class	02/11/11	02/11/11	$0.005
Service Class	02/11/11	02/11/11	$0.005
Service Class 2	02/11/11	02/11/11	$0.005
Investor Class	02/11/11	02/11/11	$0.005

A total of 6.87% of the dividends during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

Initial Class designates 6% and 9%; Service Class designates 6% and 10%; Service Class 2 designates 6% and 11%; and Investor Class designates 6% and 10%; of the dividends distributed in February and December, respectively during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Asset Manager Portfolio

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

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established three standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its September 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of the fund and its shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

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

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

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

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

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a proprietary custom index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of Initial Class and Service Class 2 of the fund, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Initial Class and Service Class 2 show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's three asset classes according to their respective weightings in the fund's neutral mix.

VIP Asset Manager Portfolio

fid38

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Initial Class of the fund was in the first quartile for all the periods shown. The Board also noted that the investment performance of Initial Class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 24% means that 76% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

VIP Asset Manager Portfolio

fid40

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

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

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

The Board noted that the total expenses of each of Initial Class, Investor Class, and Service Class ranked below its competitive median for 2009 and the total expenses of Service Class 2 ranked above its competitive median for 2009. The Board noted that the total expenses of Service Class 2 were above the median due to 12b-1 fees and that the funds and classes in the Total Mapped Group that have a similar sales load structure included classes with no 12b-1 fees. Excluding the 12b-1 fees, the total expenses of Service Class 2 ranked below its competitive median for 2009. The Board noted that the fund offers multiple classes, each of which has a different 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

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

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

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

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

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

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

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

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) Fidelity's fund profitability methodology and profitability trends for certain funds; (iii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iv) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (v) the compensation paid by FMR to fund sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds and classes, as well as Fidelity's voluntary waiver of fees to maintain minimum yields for certain funds and classes; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (viii) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes or to achieve further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Investments Money Management, Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPAM-ANN-0211
1.540206.113

Fidelity® Variable Insurance Products:
Asset Manager: Growth Portfolio

Annual Report

December 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Performance	<Click Here>	How the fund has done over time.
Management's Discussion of Fund Performance	<Click Here>	The Portfolio Manager's review of fund performance and strategy.
Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of major shifts in the fund's investments over the past six months.
Investments	<Click Here>	A complete list of the fund's investments with their market values.
Financial Statements	<Click Here>	Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.
Notes	<Click Here>	Notes to the financial statements.
Report of Independent Registered Public Accounting Firm	<Click Here>
Trustees and Officers	<Click Here>
Distributions	<Click Here>
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

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

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

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

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

The general research services agreement with Fidelity Research & Analysis Company has been terminated and is no longer in effect for the fund.

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

Annual Report

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Past 10 years
VIP Asset Manager: Growth Portfolio - Initial Class	16.34%	4.79%	2.99%
VIP Asset Manager: Growth Portfolio - Service Class	16.18%	4.67%	2.87%
VIP Asset Manager: Growth Portfolio - Service Class 2	16.02%	4.47%	2.68%
VIP Asset Manager: Growth Portfolio - Investor Class^A	16.25%	4.65%	2.91%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in VIP Asset Manager: Growth Portfolio - Initial Class on December 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

fid53

Annual Report

Management's Discussion of Fund Performance

Comments from Geoff Stein, Portfolio Manager of VIP Asset Manager: Growth Portfolio: For the year ending December 31, 2010, the fund's share classes significantly outperformed the 12.32% return of the Fidelity Asset Manager 70% Composite Index. (For specific portfolio results, please see the performance section of this report.) Strong security selection among domestic equities and favorable asset allocation drove the fund's return versus the benchmark. Regarding asset allocation, maintaining a somewhat riskier-than-benchmark positioning in a market environment that rewarded risk proved advantageous. Specifically, I modestly overweighted domestic equities, maintained out-of-benchmark stakes in high-yield bonds and emerging-markets equities, and underweighted the more defensive cash and investment-grade bond categories - all of which contributed significantly. Underweighting foreign developed-markets equities also helped. As for security selection, in addition to domestic equities, solid bond picking in the investment-grade bond central fund boosted performance. Within domestic equities, stock selection and an overweighting in the top-performing consumer discretionary sector - which increased as a percentage of assets - added the most. Stock picks in information technology also helped, as did positive overall positioning in health care, materials, industrials, consumer staples and utilities. Among individual holdings, leading contributors included overweightings in computer and mobile device maker Apple, truck-engine manufacturer Cummins, and footwear producer Deckers Outdoor, as well as a non-index investment in Chinese Internet search provider Baidu. We sold our position in Baidu during the period. In fixed income, beneficial sector positioning complemented strong security selection. Overweighting corporate bonds and commercial mortgage-backed securities, generally underweighting residential mortgage-backed securities and adjusting the allocation to U.S. Treasuries as the market environment changed during the year helped the investment-grade bond central fund beat its index. There were no major detractors during the period. Our small position in floating-rate bank-loan securities detracted slightly. Adverse security selection in foreign developed-markets equities was more than offset by underweighting the category. Weak positioning in financials and a modest cash stake dampened the domestic equity subportfolio's performance somewhat, but it still beat its index by a sizable margin. Individual holdings that disappointed included an out-of-benchmark investment in Canadian smart phone manufacturer Research In Motion and an overweighting in Internet search giant Google.

Annual Report

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2010 to December 31, 2010).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
Initial Class	.73%
Actual		$ 1,000.00	$ 1,226.40	$ 4.10
Hypothetical^A		$ 1,000.00	$ 1,021.53	$ 3.72
Service Class	.83%
Actual		$ 1,000.00	$ 1,225.10	$ 4.66
Hypothetical^A		$ 1,000.00	$ 1,021.02	$ 4.23
Service Class 2	1.01%
Actual		$ 1,000.00	$ 1,223.80	$ 5.66
Hypothetical^A		$ 1,000.00	$ 1,020.11	$ 5.14
Investor Class	.82%
Actual		$ 1,000.00	$ 1,225.70	$ 4.60
Hypothetical^A		$ 1,000.00	$ 1,021.07	$ 4.18

^A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Top Ten Stocks as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Apple, Inc.	2.9	2.3
Google, Inc. Class A	1.6	0.0
Delta Air Lines, Inc.	1.3	1.6
United Continental Holdings, Inc.	1.1	1.3
Freeport-McMoRan Copper & Gold, Inc.	0.9	0.0
NetApp, Inc.	0.9	0.0
Schlumberger Ltd.	0.9	0.6
Amazon.com, Inc.	0.9	0.6
Macy's, Inc.	0.8	0.7
Express Scripts, Inc.	0.8	0.9
	12.1
Market Sectors as of December 31, 2010
(stocks only)	% of fund's net assets	% of fund's net assets 6 months ago
Information Technology	14.6	12.0
Consumer Discretionary	13.1	9.7
Industrials	10.2	11.1
Materials	8.8	4.0
Financials	7.4	12.6
Energy	6.6	5.9
Health Care	4.9	5.0
Consumer Staples	2.5	2.4
Telecommunication Services	1.3	1.5
Utilities	0.9	0.9

Asset Allocation (% of fund's net assets)
As of December 31, 2010*			As of June 30, 2010**
	Stock class*** 72.2%			Stock class**** 69.6%
	Bond class 25.9%			Bond class 26.5%
	Short-Term class 1.9%			Short-Term class 3.9%
* Foreign investments		31.0%	** Foreign investments		25.2%

fid64

*** Includes Commodities & Related Investments of 1.6%.

**** Includes Commodities & Related Investments of 1.5%.

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

Annual Report

Investments December 31, 2010

Showing Percentage of Net Assets

Common Stocks - 50.4%
	Shares		Value
CONSUMER DISCRETIONARY - 11.1%
Auto Components - 0.6%
Autoliv, Inc.	3,200		$ 252,608
BorgWarner, Inc. (a)	12,500		904,500
			1,157,108
Automobiles - 1.0%
Bayerische Motoren Werke AG (BMW)	14,478		1,139,165
Daimler AG (Germany) (a)	4,153		281,681
General Motors Co.	10,700		394,402
			1,815,248
Diversified Consumer Services - 0.1%
Anhanguera Educacional Participacoes SA	7,000		168,720
Hotels, Restaurants & Leisure - 1.2%
Chipotle Mexican Grill, Inc. (a)	3,000		637,980
Las Vegas Sands Corp. (a)	9,400		431,930
Panera Bread Co. Class A (a)	4,600		465,566
Starwood Hotels & Resorts Worldwide, Inc.	10,000		607,800
			2,143,276
Household Durables - 0.6%
Cyrela Brazil Realty SA	26,400		347,588
Gafisa SA sponsored ADR (d)	48,800		709,064
			1,056,652
Internet & Catalog Retail - 1.6%
Amazon.com, Inc. (a)	8,600		1,548,000
E-Commerce China Dangdang, Inc. ADR	5,800		157,006
Expedia, Inc.	16,900		424,021
Priceline.com, Inc. (a)	1,900		759,145
			2,888,172
Leisure Equipment & Products - 0.2%
Hasbro, Inc.	5,700		268,926
Media - 0.3%
Discovery Communications, Inc. (a)	7,000		291,900
Grupo Televisa SA de CV (CPO) sponsored ADR	13,100		339,683
			631,583
Multiline Retail - 1.6%
Dollarama, Inc. (a)	3,800		109,698
Droga Raia SA	7,000		107,306
Macy's, Inc.	60,300		1,525,590
Nordstrom, Inc.	16,500		699,270
Target Corp.	8,000		481,040
			2,922,904
Specialty Retail - 1.0%
China ZhengTong Auto Services Holdings Ltd.	98,000		92,421
Tiffany & Co., Inc.	12,500		778,375
Williams-Sonoma, Inc.	28,700		1,024,303
			1,895,099

	Shares		Value
Textiles, Apparel & Luxury Goods - 2.9%
Coach, Inc.	20,500		$ 1,133,855
Deckers Outdoor Corp. (a)	16,500		1,315,710
Fossil, Inc. (a)	11,000		775,280
LVMH Moet Hennessy - Louis Vuitton	1,106		182,031
NIKE, Inc. Class B	2,100		179,382
Phillips-Van Heusen Corp.	14,400		907,344
Steven Madden Ltd. (a)	6,200		258,664
The Swatch Group AG (Bearer)	870		388,115
Vera Bradley, Inc.	6,100		201,300
			5,341,681
TOTAL CONSUMER DISCRETIONARY			20,289,369
CONSUMER STAPLES - 0.8%
Beverages - 0.1%
Hansen Natural Corp. (a)	5,000		261,400
Personal Products - 0.7%
Estee Lauder Companies, Inc. Class A	8,400		677,880
Hengan International Group Co. Ltd.	64,000		552,100
			1,229,980
TOTAL CONSUMER STAPLES			1,491,380
ENERGY - 4.6%
Energy Equipment & Services - 1.6%
Dril-Quip, Inc. (a)	5,000		388,600
Saipem SpA	8,168		402,316
Schlumberger Ltd.	19,014		1,587,669
Transocean Ltd. (a)	8,600		597,786
			2,976,371
Oil, Gas & Consumable Fuels - 3.0%
Alpha Natural Resources, Inc. (a)	13,000		780,390
Anadarko Petroleum Corp.	6,500		495,040
Cimarex Energy Co.	4,600		407,238
Concho Resources, Inc. (a)	10,600		929,302
OAO Gazprom sponsored ADR	5,400		137,376
Peabody Energy Corp.	8,500		543,830
Pioneer Natural Resources Co.	10,900		946,338
Tesoro Corp.	7,500		139,050
Uranium One, Inc.	24,900		118,845
Whiting Petroleum Corp. (a)	8,000		937,520
			5,434,929
TOTAL ENERGY			8,411,300
FINANCIALS - 2.7%
Capital Markets - 0.6%
BlackRock, Inc. Class A	5,100		971,958
Commercial Banks - 1.4%
Banco do Brasil SA	33,200		628,570
BBVA Banco Frances SA sponsored ADR	22,100		256,360
Huntington Bancshares, Inc.	4,000		27,480
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Commercial Banks - continued
Itau Unibanco Banco Multiplo SA ADR	30,300		$ 727,503
Wells Fargo & Co.	30,500		945,195
			2,585,108
Diversified Financial Services - 0.7%
Apollo Global Management LLC (e)	50,700		405,600
JPMorgan Chase & Co.	20,800		882,336
			1,287,936
TOTAL FINANCIALS			4,845,002
HEALTH CARE - 3.7%
Biotechnology - 0.8%
Gilead Sciences, Inc. (a)	15,200		550,848
United Therapeutics Corp. (a)	13,200		834,504
			1,385,352
Health Care Equipment & Supplies - 0.6%
Edwards Lifesciences Corp. (a)	8,300		670,972
Volcano Corp. (a)	16,800		458,808
			1,129,780
Health Care Providers & Services - 1.7%
Express Scripts, Inc. (a)	28,200		1,524,210
HMS Holdings Corp. (a)	5,400		349,758
Medco Health Solutions, Inc. (a)	20,600		1,262,162
			3,136,130
Health Care Technology - 0.2%
SXC Health Solutions Corp. (a)	7,300		311,822
Pharmaceuticals - 0.4%
Valeant Pharmaceuticals International, Inc.	25,006		709,084
TOTAL HEALTH CARE			6,672,168
INDUSTRIALS - 8.0%
Aerospace & Defense - 0.6%
BE Aerospace, Inc. (a)	4,600		170,338
Goodrich Corp.	7,000		616,490
Precision Castparts Corp.	2,500		348,025
			1,134,853
Air Freight & Logistics - 0.1%
Air Lease Corp. Class A (a)(e)	10,900		223,450
Airlines - 2.4%
Delta Air Lines, Inc. (a)	190,500		2,400,300
United Continental Holdings, Inc. (a)	85,185		2,029,107
			4,429,407
Construction & Engineering - 0.1%
Fluor Corp.	2,300		152,398
Electrical Equipment - 0.3%
Emerson Electric Co.	8,300		474,511

	Shares		Value
Machinery - 3.9%
Caterpillar, Inc.	15,500		$ 1,451,730
Changsha Zoomlion Heavy Industry Science & Technology Development Co. Ltd. (H Shares)	71,200		160,858
Cummins, Inc.	12,300		1,353,123
Dover Corp.	11,000		642,950
Kennametal, Inc.	21,700		856,282
MAN SE	5,849		695,912
PACCAR, Inc.	5,600		321,552
Parker Hannifin Corp.	13,000		1,121,900
Sandvik AB	18,600		362,909
Weg SA	3,500		45,976
			7,013,192
Road & Rail - 0.5%
CSX Corp.	7,400		478,114
Union Pacific Corp.	5,100		472,566
			950,680
Trading Companies & Distributors - 0.1%
Mills Estruturas e Servicos de Engenharia SA (a)	8,000		99,304
TOTAL INDUSTRIALS			14,477,795
INFORMATION TECHNOLOGY - 13.1%
Communications Equipment - 1.9%
HTC Corp.	9,000		277,683
Juniper Networks, Inc. (a)	33,600		1,240,512
Research In Motion Ltd. (a)	21,100		1,226,543
Riverbed Technology, Inc. (a)	18,000		633,060
			3,377,798
Computers & Peripherals - 4.1%
Apple, Inc. (a)	16,400		5,289,985
EMC Corp. (a)	26,100		597,690
NetApp, Inc. (a)	28,900		1,588,344
			7,476,019
Internet Software & Services - 2.7%
Akamai Technologies, Inc. (a)	8,800		414,040
eBay, Inc. (a)	19,900		553,817
Google, Inc. Class A (a)	4,900		2,910,453
Mail.ru Group Ltd. GDR unit (a)(e)	1,800		64,800
Rackspace Hosting, Inc. (a)	4,700		147,627
Tencent Holdings Ltd.	32,000		695,375
YouKu.com, Inc. ADR (a)	3,900		136,539
			4,922,651
IT Services - 0.7%
Cognizant Technology Solutions Corp. Class A (a)	17,600		1,289,904
Semiconductors & Semiconductor Equipment - 1.9%
ARM Holdings PLC sponsored ADR	17,400		361,050
Broadcom Corp. Class A	33,400		1,454,570
Marvell Technology Group Ltd. (a)	45,700		847,735
NVIDIA Corp. (a)	9,700		149,380
Common Stocks - continued
	Shares		Value
INFORMATION TECHNOLOGY - continued
Semiconductors & Semiconductor Equipment - continued
NXP Semiconductors NV	20,800		$ 435,344
TriQuint Semiconductor, Inc. (a)	15,600		182,364
			3,430,443
Software - 1.8%
Citrix Systems, Inc. (a)	10,500		718,305
Informatica Corp. (a)	31,400		1,382,542
NCsoft Corp.	769		142,998
RealPage, Inc.	8,900		275,277
Rovi Corp. (a)	2,400		148,824
Solera Holdings, Inc.	5,800		297,656
Taleo Corp. Class A (a)	11,700		323,505
			3,289,107
TOTAL INFORMATION TECHNOLOGY			23,785,922
MATERIALS - 6.2%
Chemicals - 4.1%
Celanese Corp. Class A	17,800		732,826
CF Industries Holdings, Inc.	9,900		1,337,985
Dow Chemical Co.	35,900		1,225,626
Ferro Corp. (a)	13,100		191,784
FMC Corp.	11,600		926,724
LyondellBasell Industries NV Class A (a)	34,400		1,183,360
PPG Industries, Inc.	11,500		966,805
Rockwood Holdings, Inc. (a)	12,400		485,088
Uralkali JSC GDR (Reg. S)	11,600		425,952
			7,476,150
Metals & Mining - 2.1%
Alcoa, Inc.	57,000		877,230
Anglo American PLC (United Kingdom)	4,100		213,359
Freeport-McMoRan Copper & Gold, Inc.	13,400		1,609,206
Stillwater Mining Co. (a)	20,400		435,540
United States Steel Corp. (d)	11,800		689,356
			3,824,691
TOTAL MATERIALS			11,300,841
TELECOMMUNICATION SERVICES - 0.2%
Wireless Telecommunication Services - 0.2%
NII Holdings, Inc. (a)	8,400		375,144
TOTAL COMMON STOCKS (Cost $67,550,283)		91,648,921
Nonconvertible Preferred Stocks - 0.2%
	Shares		Value
CONSUMER DISCRETIONARY - 0.2%
Automobiles - 0.2%
Volkswagen AG (Cost $364,931)	2,400		$ 389,548
Fixed-Income Funds - 26.7%

Fidelity Floating Rate Central Fund (g)	54,260		5,416,203
Fidelity High Income Central Fund 1 (g)	69,534		6,768,440
Fidelity VIP Investment Grade Central Fund (g)	344,615		36,250,066
TOTAL FIXED-INCOME FUNDS (Cost $46,582,110)		48,434,709
Equity Funds - 20.5%

Commodity Funds - 1.6%
Fidelity Commodity Strategy Central Fund (g)	229,825		2,907,291
International Equity Funds - 18.9%
Fidelity Emerging Markets Equity Central Fund (g)	34,759		7,858,662
Fidelity International Equity Central Fund (g)	371,089		26,462,332
TOTAL INTERNATIONAL EQUITY FUNDS			34,320,994
TOTAL EQUITY FUNDS (Cost $39,090,173)		37,228,285
Money Market Funds - 2.9%

Fidelity Cash Central Fund, 0.19% (b)	3,876,732		3,876,732
Fidelity Securities Lending Cash Central Fund, 0.21% (b)(c)	1,393,250		1,393,250
TOTAL MONEY MARKET FUNDS (Cost $5,269,982)		5,269,982

U.S. Treasury Obligations - 0.2%
	Principal Amount	Value
U.S. Treasury Bills, yield at date of purchase 0.1% 1/13/11 (f) (Cost $449,982)	$ 450,000	$ 449,996

TOTAL INVESTMENT PORTFOLIO - 100.9%

(Cost $159,307,461)

183,421,441

NET OTHER ASSETS (LIABILITIES) - (0.9)%

(1,697,855)

NET ASSETS - 100%

$ 181,723,586

Futures Contracts
	Expiration Date	Underlying Face Amount at Value	Unrealized Appreciation/(Depreciation)
Purchased
Equity Index Contracts
33 CME E-mini MSCI EAFE Index Contracts	March 2011	$ 2,740,650	$ 51,463

The face value of futures purchased as a percentage of net assets is 1.5%

Legend

(a) Non-income producing

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

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $449,996.

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

Affiliated Central Funds

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

Fund	Income earned
Fidelity Cash Central Fund	$ 13,077
Fidelity Commodity Strategy Central Fund	1,152
Fidelity Emerging Markets Equity Central Fund	89,792
Fidelity Floating Rate Central Fund	137,943
Fidelity High Income Central Fund 1	540,457
Fidelity International Equity Central Fund	546,270
Fidelity Securities Lending Cash Central Fund	10,548
Fidelity VIP Investment Grade Central Fund	1,320,816
Total	$ 2,660,055

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

Fund	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity Commodity Strategy Central Fund	$ 2,625,759	$ 1,027,324	$ 1,008,089	$ 2,907,291	1.0%
Fidelity Emerging Markets Equity Central Fund	5,984,150	498,168	-	7,858,662	2.0%
Fidelity Floating Rate Central Fund	2,194,656	2,944,584	-	5,416,203	0.2%
Fidelity High Income Central Fund 1	6,801,191	540,457	997,672	6,768,440	1.1%
Fidelity International Equity Central Fund	25,242,554	546,270	1,201,485	26,462,332	1.5%
Fidelity VIP Investment Grade Central Fund	36,173,232	5,573,900	5,767,220	36,250,066	1.0%
Total	$ 79,021,542	$ 11,130,703	$ 8,974,466	$ 85,662,994

Other Information

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 20,678,917	$ 20,678,917	$ -	$ -
Consumer Staples	1,491,380	1,491,380	-	-
Energy	8,411,300	8,411,300	-	-
Financials	4,845,002	4,439,402	405,600	-
Health Care	6,672,168	6,672,168	-	-
Industrials	14,477,795	14,254,345	-	223,450
Information Technology	23,785,922	23,785,922	-	-
Materials	11,300,841	11,300,841	-	-
Telecommunication Services	375,144	375,144	-	-
U.S. Government and Government Agency Obligations	449,996	-	449,996	-
Fixed-Income Funds	48,434,709	48,434,709	-	-
Money Market Funds	5,269,982	5,269,982	-	-
Equity Funds	37,228,285	37,228,285	-	-
Total Investments in Securities:	$ 183,421,441	$ 182,342,395	$ 855,596	$ 223,450
Derivative Instruments:
Assets
Futures Contracts	$ 51,463	$ 51,463	$ -	$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:
Beginning Balance	$ -
Total Realized Gain (Loss)	-
Total Unrealized Gain (Loss)	5,450
Cost of Purchases	218,000
Proceeds of Sales	-
Amortization/Accretion	-
Transfers in to Level 3	-
Transfers out of Level 3	-
Ending Balance	$ 223,450
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2010	$ 5,450

Value of Derivative Instruments

Risk Exposure / Derivative Type	Value
	Asset	Liability
Equity Risk (a)
Futures Contracts	$ 51,463	$ -
Total Value of Derivatives	$ 51,463	$ -

Other Information

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments of Fidelity's International Equity and Fixed-Income Central Funds.

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

U.S. Government and U.S. Government Agency Obligations	14.5%
AAA,AA,A	3.7%
BBB	2.8%
BB	2.5%
B	2.8%
CCC,CC,C	0.8%
Not Rated	0.9%
Equities	72.2%
Short-Term Investments and Net Other Assets	(0.2)%
	100.0%

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

United States of America	69.0%
United Kingdom	3.8%
Germany	2.5%
Brazil	2.4%
Canada	2.2%
Japan	2.1%
Netherlands	1.7%
Switzerland	1.6%
France	1.6%
Cayman Islands	1.4%
Russia	1.0%
Bermuda	1.0%
Korea (South)	1.0%
Others (Individually Less Than 1%)	8.7%
	100.0%

Income Tax Information

At December 31, 2010, the Fund had a capital loss carryforward of approximately $47,330,506 of which $1,637,275, $24,334,072 and $21,359,159 will expire in fiscal 2011, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010
Assets
Investment in securities, at value (including securities loaned of $1,350,231) - See accompanying schedule: Unaffiliated issuers (cost $68,365,196)	$ 92,488,465
Fidelity Central Funds (cost $90,942,265)	90,932,976
Total Investments (cost $159,307,461)		$ 183,421,441
Cash		47,991
Foreign currency held at value (cost $1)		2
Receivable for investments sold		368,167
Receivable for fund shares sold		1,512
Dividends receivable		31,653
Distributions receivable from Fidelity Central Funds		676
Receivable for daily variation on futures contracts		20,159
Prepaid expenses		410
Other receivables		5,806
Total assets		183,897,817

Liabilities
Payable for investments purchased	$ 145,108
Payable for fund shares redeemed	495,058
Accrued management fee	83,964
Distribution and service plan fees payable	1,570
Other affiliated payables	19,683
Other payables and accrued expenses	35,598
Collateral on securities loaned, at value	1,393,250
Total liabilities		2,174,231

Net Assets		$ 181,723,586
Net Assets consist of:
Paid in capital		$ 198,306,606
Distributions in excess of net investment income		(7,498)
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions		(40,741,386)
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies		24,165,864
Net Assets		$ 181,723,586

Statement of Assets and Liabilities - continued

	December 31, 2010
Initial Class: Net Asset Value, offering price and redemption price per share ($138,051,432 ÷ 9,509,290 shares)		$ 14.52

Service Class: Net Asset Value, offering price and redemption price per share ($3,998,948 ÷ 277,258 shares)		$ 14.42

Service Class 2: Net Asset Value, offering price and redemption price per share ($6,045,951 ÷ 420,910 shares)		$ 14.36

Investor Class: Net Asset Value, offering price and redemption price per share ($33,627,255 ÷ 2,324,998 shares)		$ 14.46

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

Annual Report

Financial Statements - continued

Statement of Operations

	Year ended December 31, 2010
Investment Income
Dividends		$ 636,194
Interest		1,737
Income from Fidelity Central Funds		2,660,055
Total income		3,297,986

Expenses
Management fee	$ 961,184
Transfer agent fees	165,062
Distribution and service plan fees	22,681
Accounting and security lending fees	84,908
Custodian fees and expenses	39,525
Independent trustees' compensation	662
Registration fees	57
Audit	50,142
Legal	1,669
Miscellaneous	1,772
Total expenses before reductions	1,327,662
Expense reductions	(36,421)	1,291,241
Net investment income (loss)		2,006,745
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	13,824,544
Fidelity Central Funds	486,796
Foreign currency transactions	(20,971)
Futures contracts	355,557
Capital gain distributions from Fidelity Central Funds	1,260,199
Total net realized gain (loss)		15,906,125
Change in net unrealized appreciation (depreciation) on: Investment securities	7,996,414
Assets and liabilities in foreign currencies	(1,445)
Futures contracts	37,723
Total change in net unrealized appreciation (depreciation)		8,032,692
Net gain (loss)		23,938,817
Net increase (decrease) in net assets resulting from operations		$ 25,945,562

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 2,006,745	$ 2,369,031
Net realized gain (loss)	15,906,125	(3,626,092)
Change in net unrealized appreciation (depreciation)	8,032,692	45,201,288
Net increase (decrease) in net assets resulting from operations	25,945,562	43,944,227
Distributions to shareholders from net investment income	(1,957,332)	(2,373,235)
Distributions to shareholders from net realized gain	(557,354)	(313,149)
Total distributions	(2,514,686)	(2,686,384)
Share transactions - net increase (decrease)	(16,470,726)	(14,759,164)
Total increase (decrease) in net assets	6,960,150	26,498,679

Net Assets
Beginning of period	174,763,436	148,264,757
End of period (including distributions in excess of net investment income of $7,498 and undistributed net investment income of $0, respectively)	$ 181,723,586	$ 174,763,436

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.66	$ 9.68	$ 15.51	$ 13.60	$ 12.97
Income from Investment Operations
Net investment income (loss)^C	.16	.17	.26	.29	.26
Net realized and unrealized gain (loss)	1.91	3.01	(5.82)	2.24	.63
Total from investment operations	2.07	3.18	(5.56)	2.53	.89
Distributions from net investment income	(.16)	(.18)	(.26)	(.62)	(.26)
Distributions from net realized gain	(.05)	(.02)	(.01)	-	-
Total distributions	(.21)	(.20)	(.27)	(.62)	(.26)
Net asset value, end of period	$ 14.52	$ 12.66	$ 9.68	$ 15.51	$ 13.60
Total Return^A,B	16.34%	32.91%	(35.81)%	18.97%	6.99%
Ratios to Average Net Assets^D,F
Expenses before reductions	.74%	.78%	.74%	.74%	.77%
Expenses net of fee waivers, if any	.73%	.78%	.74%	.74%	.77%
Expenses net of all reductions	.72%	.77%	.73%	.73%	.73%
Net investment income (loss)	1.20%	1.57%	1.90%	1.98%	2.01%
Supplemental Data
Net assets, end of period (000 omitted)	$ 138,051	$ 136,479	$ 118,672	$ 211,867	$ 212,222
Portfolio turnover rate^E	68%	126%	110%	132%	233%

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

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

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

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

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.58	$ 9.62	$ 15.41	$ 13.51	$ 12.88
Income from Investment Operations
Net investment income (loss)^C	.14	.16	.24	.27	.25
Net realized and unrealized gain (loss)	1.89	2.99	(5.77)	2.22	.63
Total from investment operations	2.03	3.15	(5.53)	2.49	.88
Distributions from net investment income	(.15)	(.17)	(.25)	(.59)	(.25)
Distributions from net realized gain	(.05)	(.02)	(.01)	-	-
Total distributions	(.19)^G	(.19)	(.26)	(.59)	(.25)
Net asset value, end of period	$ 14.42	$ 12.58	$ 9.62	$ 15.41	$ 13.51
Total Return^A,B	16.18%	32.79%	(35.88)%	18.79%	6.93%
Ratios to Average Net Assets^D,F
Expenses before reductions	.84%	.88%	.84%	.84%	.87%
Expenses net of fee waivers, if any	.84%	.88%	.84%	.84%	.87%
Expenses net of all reductions	.82%	.87%	.83%	.83%	.83%
Net investment income (loss)	1.09%	1.47%	1.80%	1.88%	1.91%
Supplemental Data
Net assets, end of period (000 omitted)	$ 3,999	$ 3,838	$ 2,911	$ 5,113	$ 4,977
Portfolio turnover rate^E	68%	126%	110%	132%	233%

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

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

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

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

^G Total distributions of $.19 per share is comprised of distributions from net investment income of $.148 and distributions from net realized gain of $.045 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.51	$ 9.57	$ 15.34	$ 13.42	$ 12.81
Income from Investment Operations
Net investment income (loss)^C	.12	.14	.22	.25	.22
Net realized and unrealized gain (loss)	1.88	2.97	(5.75)	2.21	.62
Total from investment operations	2.00	3.11	(5.53)	2.46	.84
Distributions from net investment income	(.11)	(.15)	(.23)	(.54)	(.23)
Distributions from net realized gain	(.05)	(.02)	(.01)	-	-
Total distributions	(.15)^G	(.17)	(.24)	(.54)	(.23)
Net asset value, end of period	$ 14.36	$ 12.51	$ 9.57	$ 15.34	$ 13.42
Total Return^A,B	16.02%	32.55%	(36.05)%	18.68%	6.64%
Ratios to Average Net Assets^D,F
Expenses before reductions	1.02%	1.06%	1.01%	1.02%	1.05%
Expenses net of fee waivers, if any	1.02%	1.06%	1.01%	1.02%	1.05%
Expenses net of all reductions	1.00%	1.05%	1.01%	1.01%	1.02%
Net investment income (loss)	.91%	1.29%	1.62%	1.70%	1.73%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,046	$ 8,139	$ 6,545	$ 8,622	$ 6,205
Portfolio turnover rate^E	68%	126%	110%	132%	233%

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

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

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

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

^G Total distributions of $.15 per share is comprised of distributions from net investment income of $.108 and distributions from net realized gain of $.045 per share.

Financial Highlights - Investor Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 12.61	$ 9.65	$ 15.46	$ 13.56	$ 12.96
Income from Investment Operations
Net investment income (loss)^C	.15	.16	.24	.27	.24
Net realized and unrealized gain (loss)	1.90	2.99	(5.78)	2.23	.63
Total from investment operations	2.05	3.15	(5.54)	2.50	.87
Distributions from net investment income	(.15)	(.17)	(.26)	(.60)	(.27)
Distributions from net realized gain	(.05)	(.02)	(.01)	-	-
Total distributions	(.20)	(.19)	(.27)	(.60)	(.27)
Net asset value, end of period	$ 14.46	$ 12.61	$ 9.65	$ 15.46	$ 13.56
Total Return^A,B	16.25%	32.68%	(35.85)%	18.78%	6.80%
Ratios to Average Net Assets^D,F
Expenses before reductions	.83%	.89%	.83%	.86%	.92%
Expenses net of fee waivers, if any	.82%	.89%	.83%	.86%	.92%
Expenses net of all reductions	.81%	.87%	.83%	.86%	.89%
Net investment income (loss)	1.11%	1.47%	1.81%	1.86%	1.86%
Supplemental Data
Net assets, end of period (000 omitted)	$ 33,627	$ 26,307	$ 20,137	$ 16,370	$ 6,882
Portfolio turnover rate^E	68%	126%	110%	132%	233%

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

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

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

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

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2010

1. Organization.

VIP Asset Manager: Growth Portfolio (the Fund) is a fund of Variable Insurance Products Fund V (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. The Fund offers the following classes of shares: Initial Class shares, Service Class shares, Service Class 2 shares and Investor Class shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by 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.

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Commodity Strategy Central Fund	FMR Co., Inc. (FMRC)	Seeks to provide investment returns that correspond to the performance of the commodities market.	Investment in wholly-owned subsidiary organized under the laws of the Cayman Islands Futures Repurchase Agreements Swap Agreements
Fidelity Emerging Markets Equity Central Fund	FMRC	Seeks capital appreciation by investing primarily in equity securities of issuers in emerging markets.	Foreign Securities Repurchase Agreements Restricted Securities
Fidelity International Equity Central Fund	FMRC	Seeks capital appreciation by investing primarily in non-U.S. based common stocks, including securities of issuers located in emerging markets.	Foreign Securities Repurchase Agreements
Fidelity Floating Rate Central Fund	FMRC	Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.	Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities
Fidelity High Income Central Fund 1	FMRC	Seeks a high level of income and may also seek capital appreciation by investing primarily in debt securities, preferred stocks, and convertible securities, with an emphasis on lower-quality debt securities.	Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities
VIP Investment Grade Central Fund	Fidelity Investments Money Management, Inc. (FIMM)	Seeks a high level of current income by normally investing in investment-grade debt securities and repurchase agreements.	Delayed Delivery & When Issued Securities Repurchase Agreements Restricted Securities Swap Agreements
Fidelity Money Market Central Funds	FIMM	Seeks to obtain a high level of current income consistent with the preservation of capital and liquidity.	Short-term Investments

Annual Report

2. Investments in Fidelity Central Funds - continued

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in each of Fidelity's International and Fixed-Income Central Funds, is available at advisor.fidelity.com. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including security valuation policies) of those funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

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)

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Expenses. 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.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, in-kind transactions, futures transactions, foreign currency transactions, partnerships (including allocations from Fidelity Central Funds), 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	$ 37,728,096
Gross unrealized depreciation	(6,554,136)
Net unrealized appreciation (depreciation)	$ 31,173,960

Tax Cost	$ 152,247,481

The tax-based components of distributable earnings as of period end were as follows:

Capital loss carryforward	$ (47,330,506)
Net unrealized appreciation (depreciation)	$ 31,174,381

The tax character of distributions paid was as follows:

	December 31, 2010	December 31, 2009
Ordinary Income	$ 2,514,686	$ 2,686,384

4. Operating Policies.

Annual Report

5. Derivative Instruments.

The Fund's use of derivatives may increase or decrease its exposure to the following risk:

Equity Risk

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market may limit the ability to close out a futures contract prior to settlement date.

During the period the Fund recognized net realized gain (loss) of $355,557 and a change in net unrealized appreciation (depreciation) of $37,723 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

6. Purchases and Sales of Investments.

Purchases and sales of securities (including the Equity and Fixed-Income Central Funds), other than short-term securities, aggregated $111,486,073 and $123,592,365, respectively.

7. Fees and Other Transactions with Affiliates.

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

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

For the period, total fees, all of which were re-allowed to insurance companies for the distribution of shares and providing shareholder support services were as follows:

Service Class	$ 3,753
Service Class 2	18,928
	$ 22,681

Initial Class	$ 105,840
Service Class	3,081
Service Class 2	8,457
Investor Class	47,684
	$ 165,062

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 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 $674 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent 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 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 $10,548. During the period, there were no securities loaned to FCM.

Annual Report

10. Expense Reductions.

FMR or its affiliates agreed to waive certain fees during the period as noted in the table below.

Initial Class	$ 9,602
Service Class	272
Service Class 2	548
Investor Class	2,047
	$ 12,469

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,	2010	2009
From net investment income
Initial Class	$ 1,524,495	$ 1,895,178
Service Class	40,585	50,128
Service Class 2	44,899	95,786
Investor Class	347,353	332,143
Total	$ 1,957,332	$ 2,373,235
From net realized gain
Initial Class	$ 423,471	$ 245,240
Service Class	12,340	6,924
Service Class 2	18,708	14,984
Investor Class	102,835	46,001
Total	$ 557,354	$ 313,149

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended December 31,	2010	2009	2010	2009
Initial Class
Shares sold	314,056	350,542	$ 4,175,708	$ 3,746,567
Reinvestment of distributions	135,558	173,751	1,947,966	2,140,418
Shares redeemed	(1,723,443)	(2,002,699)	(22,677,836)	(20,833,637)
Net increase (decrease)	(1,273,829)	(1,478,406)	$ (16,554,162)	$ (14,946,652)
Service Class
Shares sold	27,481	62,715	$ 366,364	$ 622,397
Reinvestment of distributions	3,706	4,662	52,925	57,052
Shares redeemed	(59,096)	(64,785)	(772,171)	(674,309)
Net increase (decrease)	(27,909)	2,592	$ (352,882)	$ 5,140
Service Class 2
Shares sold	229,882	271,353	$ 3,022,061	$ 2,822,295
Reinvestment of distributions	4,473	9,100	63,607	110,770
Shares redeemed	(463,914)	(313,536)	(6,116,111)	(3,220,944)
Net increase (decrease)	(229,559)	(33,083)	$ (3,030,443)	$ (287,879)
Investor Class
Shares sold	645,314	445,595	$ 8,630,814	$ 5,121,887
Reinvestment of distributions	31,438	30,780	450,188	378,144
Shares redeemed	(437,500)	(477,991)	(5,614,241)	(5,029,804)
Net increase (decrease)	239,252	(1,616)	$ 3,466,761	$ 470,227

Annual Report

Notes to Financial Statements - continued

13. Other.

At the end of the period, FMR or its affiliates were the owners of 76% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of VIP Asset Manager: Growth Portfolio (the Fund), a fund of Variable Insurance Products Fund V, including the schedule of investments, as of December 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Asset Manager: Growth Portfolio as of December 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 23, 2011

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, oversee management of the risks associated with such activities and contractual arrangements, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 189 funds advised by FMR or an affiliate. Mr. Curvey oversees 408 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing each fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the funds, is provided below.

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the funds. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Kenneth L. Wolfe serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The funds' Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds and another Board oversees Fidelity's equity and high income funds. The asset allocation funds may invest in Fidelity funds that are overseen by such other Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, each fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the funds' activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the funds' business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the funds are carried out by or through FMR, its affiliates and other service providers, the funds' exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the funds' activities, oversight is exercised primarily through the Operations and Audit Committees. Appropriate personnel, including but not limited to the funds' Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the funds' Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Abigail P. Johnson (49)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.
James C. Curvey (75)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Albert R. Gamper, Jr. (68)
	Year of Election or Appointment: 2007 Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). He also served as President and Chief Executive Officer of Tyco Capital Corporation (2001-2002). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Robert F. Gartland (59)
	Year of Election or Appointment: 2010 Mr. Gartland is a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-present) and is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).
Arthur E. Johnson (63)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (56)
	Year of Election or Appointment: 2009 Previously, Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity Fixed Income and Asset Allocation Funds (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of the Credit Suisse Funds (U.S. mutual funds, 2004-2008) and certain other closed-end funds (2004-2005) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (70)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, since 1998). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (64)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is an Honorary Trustee of the Brookings Institution and a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (71)
	Year of Election or Appointment: 2007 Mr. Wolfe is Chairman of the Independent Trustees of the Fixed Income and Asset Allocation Funds (2008-present). Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009).

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
John R. Hebble (52)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (54)
	Year of Election or Appointment: 2005 Vice President of Fidelity's Fixed Income Funds and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of The North Carolina Capital Management Trust: Cash and Term Portfolio (2003-present), the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President of FIMM 130/30 LLC (2008-present), Director of Ballyrock Investment Advisors LLC (2006-present), and an Executive Vice President of FMR (2005-present). Previously, Mr. Greer served as Executive Vice President of FMR Co., Inc. (2005-2009), President and Director of Fidelity Investments Money Management, Inc. (2007-2009) and as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Derek L. Young (46)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Asset Allocation Funds. Mr. Young also serves as Chief Investment Officer of the Global Asset Allocation Group (2009-present). Previously, Mr. Young served as a portfolio manager.
Scott C. Goebel (42)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
David J. Carter (37)
	Year of Election or Appointment: 2010 Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Carter also serves as Vice President, Associate General Counsel (2010-present) and is an employee of Fidelity Investments (2005-present).
Holly C. Laurent (56)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (52)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).
Michael H. Whitaker (43)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Whitaker also serves as Chief Compliance Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present). Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.
Jeffrey S. Christian (49)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).
Bryan A. Mehrmann (49)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.
Stephanie J. Dorsey (41)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Adrien E. Deberghes (43)
	Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Deberghes also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).
Kenneth B. Robins (41)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds (2008-present; 2010-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).
Gary W. Ryan (52)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).
Jonathan Davis (42)
	Year of Election or Appointment: 2010 Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

Initial Class designates 19%, Service Class designates 20%, Service Class 2 designates 26%, and Investor Class designates 20%, of the dividends distributed in December 2010 as qualifying for the dividends-received deduction for corporate shareholders.

A total of 5.23% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Asset Manager: Growth Portfolio

Annual Report

VIP Asset Manager: Growth Portfolio

fid66

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Initial Class of the fund was in the first quartile for the one- and three-year periods and the second quartile for the five-year period. The Board also noted that the investment performance of Initial Class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 31% means that 69% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

VIP Asset Manager: Growth Portfolio

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

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

The Board noted that the total expenses of Initial Class ranked below its competitive median for 2009 and the total expenses of each of Investor Class, Service Class, and Service Class 2 ranked above its competitive median for 2009. The Board noted that the total expenses of each of Investor Class, Service Class, and Service Class 2 were above the median due to relatively smaller fund size, resulting in higher non-management expenses. The Board noted that the fund offers multiple classes, each of which has a different 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

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

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Annual 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.

Fidelity Investments Money Management, Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

VIPAMG-ANN-0211
1.540207.113

Fidelity® Variable Insurance Products:
Freedom Funds -
Income, 2005, 2010, 2015, 2020, 2025, 2030, 2035, 2040, 2045, 2050

Annual Report

December 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Performance	<Click Here>	How each fund has done over time.
Management's Discussion of Fund Performance	<Click Here>	The Portfolio Managers' review of fund performance and strategy.
Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
VIP Freedom Income Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2005 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2010 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2015 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2020 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2025 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2030 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2035 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2040 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2045 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP Freedom 2050 Portfolio^SM	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
Notes	<Click Here>	Notes to the financial statements.
Report of Independent RegisteredPublic Accounting Firm	<Click Here>
Trustees and Officers	<Click Here>
Distributions	<Click Here>
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

Annual Report

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

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

VIP Freedom Income Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom Income Portfolio^SM - Initial Class	7.49%	4.66%	4.91%
VIP Freedom Income Portfolio - Service Class	7.46%	4.55%	4.80%
VIP Freedom Income Portfolio - Service Class 2	7.25%	4.39%	4.64%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid111

Annual Report

VIP Freedom 2005 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom 2005 Portfolio^SM - Initial Class	11.34%	4.44%	5.30%
VIP Freedom 2005 Portfolio - Service Class	11.24%	4.34%	5.21%
VIP Freedom 2005 Portfolio - Service Class 2	11.06%	4.17%	5.03%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid113

Annual Report

VIP Freedom 2010 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom 2010 Portfolio^SM - Initial Class	12.95%	4.67%	5.57%
VIP Freedom 2010 Portfolio - Service Class	12.74%	4.58%	5.46%
VIP Freedom 2010 Portfolio - Service Class 2	12.55%	4.40%	5.29%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid115

Annual Report

VIP Freedom 2015 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom 2015 Portfolio^SM - Initial Class	13.09%	4.65%	5.86%
VIP Freedom 2015 Portfolio - Service Class	13.00%	4.54%	5.74%
VIP Freedom 2015 Portfolio - Service Class 2	12.79%	4.39%	5.59%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid117

Annual Report

VIP Freedom 2020 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom 2020 Portfolio^SM - Initial Class	14.49%	4.20%	5.66%
VIP Freedom 2020 Portfolio - Service Class	14.52%	4.10%	5.56%
VIP Freedom 2020 Portfolio - Service Class 2	14.33%	3.94%	5.40%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid119

Annual Report

VIP Freedom 2025 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom 2025 Portfolio^SM - Initial Class	15.79%	4.27%	5.87%
VIP Freedom 2025 Portfolio - Service Class	15.70%	4.17%	5.77%
VIP Freedom 2025 Portfolio - Service Class 2	15.47%	4.00%	5.61%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid121

Annual Report

VIP Freedom 2030 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of Fund^A
VIP Freedom 2030 Portfolio^SM - Initial Class	16.08%	3.61%	5.46%
VIP Freedom 2030 Portfolio - Service Class	16.00%	3.50%	5.36%
VIP Freedom 2030 Portfolio - Service Class 2	15.89%	3.35%	5.20%

^AFrom April 26, 2005.

$10,000 Over Life of Fund

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

fid123

Annual Report

VIP Freedom 2035 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of Fund^A
VIP Freedom 2035 Portfolio^SM - Initial Class	17.01%	33.00%
VIP Freedom 2035 Portfolio - Service Class	16.97%	32.86%
VIP Freedom 2035 Portfolio - Service Class 2	16.76%	32.65%

^AFrom April 8, 2009.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2035 Portfolio - Initial Class on April 8, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid125

Annual Report

VIP Freedom 2040 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of Fund^A
VIP Freedom 2040 Portfolio^SM - Initial Class	17.19%	33.58%
VIP Freedom 2040 Portfolio - Service Class	17.05%	33.44%
VIP Freedom 2040 Portfolio - Service Class 2	16.92%	33.27%

^AFrom April 8, 2009.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2040 Portfolio - Initial Class on April 8, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid127

Annual Report

VIP Freedom 2045 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of Fund^A
VIP Freedom 2045 Portfolio^SM - Initial Class	17.37%	33.91%
VIP Freedom 2045 Portfolio - Service Class	17.23%	33.77%
VIP Freedom 2045 Portfolio - Service Class 2	17.15%	33.59%

^AFrom April 8, 2009.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2045 Portfolio - Initial Class on April 8, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid129

Annual Report

VIP Freedom 2050 Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of Fund^A
VIP Freedom 2050 Portfolio^SM - Initial Class	17.58%	34.83%
VIP Freedom 2050 Portfolio - Service Class	17.53%	34.69%
VIP Freedom 2050 Portfolio - Service Class 2	17.30%	34.46%

^AFrom April 8, 2009.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom 2050 Portfolio - Initial Class on April 8, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid131

Annual Report

Management's Discussion of Fund Performance

Comments from Jonathan Shelon and Christopher Sharpe, Co-Portfolio Managers of VIP Freedom Funds: For the year ending December 31, 2010, each of the four asset classes represented in the VIP Freedom Funds' portfolios - U.S. equity, non-U.S. equity, fixed income and short-term debt investments - posted positive absolute results. However, it was the allocation to equities and investment-grade debt that provided the biggest boost to their year-end results. Consequently, each of the VIP Freedom Funds delivered exceptional returns for investors, with VIP Freedom Income - the most-conservative, shortest-dated Fund - gaining a solid single digit increase while the longer-dated, more-equity-focused Funds rose into the low- to mid-teens. The Funds' U.S. equity class solidly outpaced the broad-based Dow Jones U.S. Total Stock Market Index^SM, which rose 17.49% for the one-year period ending December 31, 2010. Four of the seven underlying domestic equity funds beat the Dow Jones index, with underlying funds focusing on smaller-capitalization stocks - such as VIP Mid Cap Portfolio and VIP Value Strategies Portfolio - delivering the highest absolute results. VIP Growth Portfolio and VIP Value Portfolio, which invest more heavily in larger-capitalization stocks, also significantly contributed to the Funds' performance. The Funds' non-U.S. equity asset class, which handily outperformed the 7.88% gain of the MSCI® EAFE® (Europe, Australasia, Far East) Index, also bolstered absolute results. VIP Overseas Portfolio anchored the Funds' performance in the non-U.S. equity class, while VIP Emerging Markets Portfolio - benefiting from an increase in consumer spending in emerging markets - posted a near 18% return for the year. U.S. investors also gained from a generally weaker dollar, which lifted foreign stock returns. Turning to bonds, the Funds' fixed-income asset class handily beat the Barclays Capital® U.S. Aggregate Bond Index. Buoyed by its allocation to credit-related securities, which performed well for most of the year, VIP Investment Grade Bond Portfolio solidly contributed to the Funds' performance, while VIP High Income Portfolio roared past the broader bond market. Lastly, the Funds' short-term debt holding, VIP Money Market Portfolio, performed roughly in line with the Barclays Capital U.S. 3 Month Treasury Bellwether Index, which increased 0.15%.

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2010 to December 31, 2010).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
VIP Freedom Income
Initial Class	.00%
Actual		$ 1,000.00	$ 1,063.70	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,063.40	$ .52
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,062.40	$ 1.30
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2005
Initial Class	.00%
Actual		$ 1,000.00	$ 1,124.20	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,124.40	$ .54
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,122.60	$ 1.34
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
VIP Freedom 2010
Initial Class	.00%
Actual		$ 1,000.00	$ 1,143.60	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,143.70	$ .54
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,141.90	$ 1.35
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2015
Initial Class	.00%
Actual		$ 1,000.00	$ 1,147.90	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,147.10	$ .54
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,146.10	$ 1.35
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2020
Initial Class	.00%
Actual		$ 1,000.00	$ 1,175.80	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,174.90	$ .55
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,174.30	$ 1.37
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2025
Initial Class	.00%
Actual		$ 1,000.00	$ 1,198.50	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,198.90	$ .55
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,196.70	$ 1.38
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2030
Initial Class	.00%
Actual		$ 1,000.00	$ 1,212.60	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,211.80	$ .56
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,210.70	$ 1.39
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
VIP Freedom 2035
Initial Class	.00%
Actual		$ 1,000.00	$ 1,231.80	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,231.30	$ .56
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,230.00	$ 1.41
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2040
Initial Class	.00%
Actual		$ 1,000.00	$ 1,234.70	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,234.20	$ .56
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,233.70	$ 1.41
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2045
Initial Class	.00%
Actual		$ 1,000.00	$ 1,240.10	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,239.70	$ .56
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,238.90	$ 1.41
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28
VIP Freedom 2050
Initial Class	.00%
Actual		$ 1,000.00	$ 1,251.90	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
Service Class	.10%
Actual		$ 1,000.00	$ 1,251.40	$ .57
Hypothetical^A		$ 1,000.00	$ 1,024.70	$ .51
Service Class 2	.25%
Actual		$ 1,000.00	$ 1,249.90	$ 1.42
Hypothetical^A		$ 1,000.00	$ 1,023.95	$ 1.28

^A 5% return per year before expenses

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

Annual Report

VIP Freedom Income Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	2.5	2.6
VIP Equity-Income Portfolio^SM Initial Class	2.9	3.0
VIP Growth & Income Portfolio Initial Class	2.9	3.0
VIP Growth Portfolio Initial Class	2.9	3.0
VIP Mid Cap Portfolio Initial Class	1.0	1.1
VIP Value Portfolio Initial Class	2.5	2.6
VIP Value Strategies Portfolio Initial Class	1.1	1.1
	15.8	16.4
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	4.6	3.2
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	0.7	0.3
High Yield Bond Funds
VIP High Income Portfolio Initial Class	5.0	5.0
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	34.2	35.1
Short-Term Funds
VIP Money Market Portfolio Initial Class	39.6	40.1
Net Other Assets (Liabilities)	0.1	(0.1)
	100.0	100.0

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	15.8%
	Developed International Equity Funds	4.6%
	Emerging Markets Equity Funds	0.7%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	34.2%
	Short-Term Funds	39.6%
	Net Other Assets	0.1%

fid147

Six months ago
	Domestic Equity Funds	16.4%
	Developed International Equity Funds	3.2%
	Emerging Markets Equity Funds	0.3%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	35.1%
	Short-Term Funds	40.1%
	Net Other Assets †	(0.1)%

fid156

Expected
	Domestic Equity Funds	14.6%
	Developed International Equity Funds	4.6%
	Emerging Markets Equity Funds	0.8%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	35.0%
	Short-Term Funds	40.0%

fid165

The six months ago allocation is based on the fund's holdings as of June 30, 2010. The current allocation is based on the fund's holdings as of December 31, 2010. The expected allocation represents the fund's anticipated allocation at June 30, 2011.

† Net Other Assets are not included in the pie chart.

Annual Report

VIP Freedom Income Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 15.8%
	Shares		Value
Domestic Equity Funds - 15.8%
VIP Contrafund Portfolio Initial Class	19,473		$ 465,018
VIP Equity-Income Portfolio^SM Initial Class	28,642		544,763
VIP Growth & Income Portfolio Initial Class	42,843		541,102
VIP Growth Portfolio Initial Class	14,667		544,008
VIP Mid Cap Portfolio Initial Class	5,766		188,487
VIP Value Portfolio Initial Class	42,325		465,576
VIP Value Strategies Portfolio Initial Class	20,280		197,527
TOTAL DOMESTIC EQUITY FUNDS (Cost $3,245,166)		2,946,481
International Equity Funds - 5.3%

Developed International Equity Funds - 4.6%
VIP Overseas Portfolio Initial Class	50,947		854,389
Emerging Markets Equity Funds - 0.7%
VIP Emerging Markets Portfolio Initial Class	14,386		142,569
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $833,609)		996,958
Bond Funds - 39.2%
	Shares		Value
High Yield Bond Funds - 5.0%
VIP High Income Portfolio Initial Class	166,444		$ 927,091
Investment Grade Bond Funds - 34.2%
VIP Investment Grade Bond Portfolio Initial Class	497,524		6,383,231
TOTAL BOND FUNDS (Cost $7,181,204)		7,310,322
Short-Term Funds - 39.6%

VIP Money Market Portfolio Initial Class (Cost $7,377,118)	7,377,118		7,377,118
TOTAL INVESTMENT PORTFOLIO - 99.9% (Cost $18,637,097)			18,630,879
NET OTHER ASSETS (LIABILITIES) - 0.1%			19,611
NET ASSETS - 100%		$ 18,650,490

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy. 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, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

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

Annual Report

VIP Freedom Income Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $18,637,097) - See accompanying schedule		$ 18,630,879
Cash		15,399
Receivable for investments sold		201
Receivable for fund shares sold		21,301
Total assets		18,667,780

Liabilities
Payable for investments purchased	$ 15,426
Payable for fund shares redeemed	326
Distribution and service plan fees payable	1,538
Total liabilities		17,290

Net Assets		$ 18,650,490
Net Assets consist of:
Paid in capital		$ 18,757,963
Accumulated undistributed net realized gain (loss) on investments		(101,255)
Net unrealized appreciation (depreciation) on investments		(6,218)
Net Assets		$ 18,650,490

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($11,165,323 ÷ 1,087,074 shares)		$ 10.27

Service Class: Net Asset Value, offering price and redemption price per share ($172,202 ÷ 16,748 shares)		$ 10.28

Service Class 2: Net Asset Value, offering price and redemption price per share ($7,312,965 ÷ 714,195 shares)		$ 10.24

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 341,677

Expenses
Distribution and service plan fees	$ 17,429
Independent trustees' compensation	65
Total expenses before reductions	17,494
Expense reductions	(65)	17,429
Net investment income (loss)		324,248
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	376,710
Capital gain distributions from underlying funds	76,978
Total net realized gain (loss)		453,688
Change in net unrealized appreciation (depreciation) on underlying funds		547,661
Net gain (loss)		1,001,349
Net increase (decrease) in net assets resulting from operations		$ 1,325,597

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 324,248	$ 643,136
Net realized gain (loss)	453,688	204,551
Change in net unrealized appreciation (depreciation)	547,661	1,442,211
Net increase (decrease) in net assets resulting from operations	1,325,597	2,289,898
Distributions to shareholders from net investment income	(329,236)	(651,988)
Distributions to shareholders from net realized gain	(476,604)	(251,371)
Total distributions	(805,840)	(903,359)
Share transactions - net increase (decrease)	(1,464,915)	4,138,154
Total increase (decrease) in net assets	(945,158)	5,524,693

Net Assets
Beginning of period	19,595,648	14,070,955
End of period	$ 18,650,490	$ 19,595,648

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 10.00	$ 9.14	$ 10.80	$ 10.71	$ 10.36
Income from Investment Operations
Net investment income (loss) ^C	.19	.39	.36	.43	.40
Net realized and unrealized gain (loss)	.56	.96	(1.48)	.22	.32
Total from investment operations	.75	1.35	(1.12)	.65	.72
Distributions from net investment income	(.20)	(.35)	(.37)	(.44)	(.32)
Distributions from net realized gain	(.28)	(.15)	(.17)	(.12)	(.05)
Total distributions	(.48)	(.49) ^F	(.54)	(.56)	(.37)
Net asset value, end of period	$ 10.27	$ 10.00	$ 9.14	$ 10.80	$ 10.71
Total Return ^A,B	7.49%	14.95%	(10.45)%	6.10%	6.94%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	1.88%	4.00%	3.50%	3.93%	3.75%
Supplemental Data
Net assets, end of period (000 omitted)	$ 11,165	$ 12,679	$ 8,976	$ 10,035	$ 9,398
Portfolio turnover rate	41%	32%	55%	56%	44%

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

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

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

^D Amounts do not include the activity of the underlying funds.

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

^F Total distributions of $.49 per share is comprised of distributions from net investment income of $.347 and distributions from net realized gain of $.146 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 10.00	$ 9.14	$ 10.81	$ 10.71	$ 10.36
Income from Investment Operations
Net investment income (loss) ^C	.18	.37	.35	.42	.39
Net realized and unrealized gain (loss)	.56	.97	(1.50)	.23	.32
Total from investment operations	.74	1.34	(1.15)	.65	.71
Distributions from net investment income	(.19)	(.33)	(.35)	(.43)	(.31)
Distributions from net realized gain	(.28)	(.15)	(.17)	(.12)	(.05)
Total distributions	(.46) ^G	(.48) ^F	(.52)	(.55)	(.36)
Net asset value, end of period	$ 10.28	$ 10.00	$ 9.14	$ 10.81	$ 10.71
Total Return ^A,B	7.46%	14.81%	(10.65)%	6.10%	6.83%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	1.78%	3.90%	3.40%	3.83%	3.65%
Supplemental Data
Net assets, end of period (000 omitted)	$ 172	$ 163	$ 258	$ 414	$ 391
Portfolio turnover rate	41%	32%	55%	56%	44%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.48 per share is comprised of distributions from net investment income of $.334 and distributions from net realized gain of $.146 per share.

^G Total distributions of $.46 per share is comprised of distributions from net investment income of $.189 and distributions from net realized gain of $.275 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.97	$ 9.12	$ 10.78	$ 10.69	$ 10.36
Income from Investment Operations
Net investment income (loss) ^C	.17	.36	.33	.40	.37
Net realized and unrealized gain (loss)	.55	.96	(1.48)	.23	.32
Total from investment operations	.72	1.32	(1.15)	.63	.69
Distributions from net investment income	(.18)	(.33)	(.34)	(.42)	(.31)
Distributions from net realized gain	(.28)	(.15)	(.17)	(.12)	(.05)
Total distributions	(.45) ^G	(.47) ^F	(.51)	(.54)	(.36)
Net asset value, end of period	$ 10.24	$ 9.97	$ 9.12	$ 10.78	$ 10.69
Total Return ^A,B	7.25%	14.64%	(10.70)%	5.92%	6.61%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	1.63%	3.76%	3.25%	3.68%	3.50%
Supplemental Data
Net assets, end of period (000 omitted)	$ 7,313	$ 6,753	$ 4,836	$ 3,589	$ 1,061
Portfolio turnover rate	41%	32%	55%	56%	44%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.47 per share is comprised of distributions from net investment income of $.326 and distributions from net realized gain of $.146 per share.

^G Total distributions of $.45 per share is comprised of distributions from net investment income of $.176 and distributions from net realized gain of $.275 per share.

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

Annual Report

VIP Freedom 2005 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	5.2	5.3
VIP Equity-Income Portfolio Initial Class	6.1	6.2
VIP Growth & Income Portfolio Initial Class	6.0	6.1
VIP Growth Portfolio Initial Class	6.1	6.2
VIP Mid Cap Portfolio Initial Class	2.1	2.2
VIP Value Portfolio Initial Class	5.2	5.3
VIP Value Strategies Portfolio Initial Class	2.2	2.2
	32.9	33.5
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	9.7	9.0
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	1.6	0.8
High Yield Bond Funds
VIP High Income Portfolio Initial Class	4.9	5.0
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	30.2	31.9
Short-Term Funds
VIP Money Market Portfolio Initial Class	20.7	19.8
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	32.9%
	Developed International Equity Funds	9.7%
	Emerging Markets Equity Funds	1.6%
	High Yield Bond Funds	4.9%
	Investment Grade Bond Funds	30.2%
	Short-Term Funds	20.7%

fid173

Six months ago
	Domestic Equity Funds	33.5%
	Developed International Equity Funds	9.0%
	Emerging Markets Equity Funds	0.8%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	31.9%
	Short-Term Funds	19.8%

fid181

Expected
	Domestic Equity Funds	29.7%
	Developed International Equity Funds	9.2%
	Emerging Markets Equity Funds	1.6%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	30.6%
	Short-Term Funds	23.9%

fid189

The fund invests according to an asset allocation strategy that becomes increasingly conservative over time. The six months ago allocation is based on the fund's holdings as of June 30, 2010. The current allocation is based on the fund's holdings as of December 31, 2010. The expected allocation represents the fund's anticipated allocation at June 30, 2011.

Annual Report

VIP Freedom 2005 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 32.9%
	Shares		Value
Domestic Equity Funds - 32.9%
VIP Contrafund Portfolio Initial Class	13,193		$ 315,038
VIP Equity-Income Portfolio Initial Class	19,392		368,841
VIP Growth & Income Portfolio Initial Class	29,058		367,005
VIP Growth Portfolio Initial Class	9,912		367,654
VIP Mid Cap Portfolio Initial Class	3,887		127,069
VIP Value Portfolio Initial Class	28,737		316,102
VIP Value Strategies Portfolio Initial Class	13,749		133,917
TOTAL DOMESTIC EQUITY FUNDS (Cost $2,267,603)		1,995,626
International Equity Funds - 11.3%

Developed International Equity Funds - 9.7%
VIP Overseas Portfolio Initial Class	34,969		586,432
Emerging Markets Equity Funds - 1.6%
VIP Emerging Markets Portfolio Initial Class	9,902		98,129
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $758,021)		684,561
Bond Funds - 35.1%
	Shares		Value
High Yield Bond Funds - 4.9%
VIP High Income Portfolio Initial Class	53,354		$ 297,181
Investment Grade Bond Funds - 30.2%
VIP Investment Grade Bond Portfolio Initial Class	142,714		1,831,015
TOTAL BOND FUNDS (Cost $2,104,080)		2,128,196
Short-Term Funds - 20.7%

VIP Money Market Portfolio Initial Class (Cost $1,259,745)	1,259,745		1,259,745
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $6,389,449)			6,068,128
NET OTHER ASSETS (LIABILITIES) - 0.0%			(42)
NET ASSETS - 100%		$ 6,068,086

Other Information

Income Tax Information

At December 31, 2010, the Fund had a capital loss carryforward of approximately $86,373 all of which will expire in fiscal 2018. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

VIP Freedom 2005 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $6,389,449) - See accompanying schedule		$ 6,068,128
Receivable for investments sold		131
Total assets		6,068,259

Liabilities
Payable for fund shares redeemed	$ 126
Distribution and service plan fees payable	47
Total liabilities		173

Net Assets		$ 6,068,086
Net Assets consist of:
Paid in capital		$ 6,599,127
Accumulated undistributed net realized gain (loss) on investments		(209,720)
Net unrealized appreciation (depreciation) on investments		(321,321)
Net Assets		$ 6,068,086

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($5,732,949 ÷ 569,223 shares)		$ 10.07

Service Class: Net Asset Value, offering price and redemption price per share ($178,586 ÷ 17,724 shares)		$ 10.08

Service Class 2: Net Asset Value, offering price and redemption price per share ($156,551 ÷ 15,524 shares)		$ 10.08

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 118,397

Expenses
Distribution and service plan fees	$ 529
Independent trustees' compensation	23
Total expenses before reductions	552
Expense reductions	(23)	529
Net investment income (loss)		117,868
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	(78,773)
Capital gain distributions from underlying funds	24,364
Total net realized gain (loss)		(54,409)
Change in net unrealized appreciation (depreciation) on underlying funds		602,863
Net gain (loss)		548,454
Net increase (decrease) in net assets resulting from operations		$ 666,322

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 117,868	$ 259,416
Net realized gain (loss)	(54,409)	156,333
Change in net unrealized appreciation (depreciation)	602,863	944,768
Net increase (decrease) in net assets resulting from operations	666,322	1,360,517
Distributions to shareholders from net investment income	(118,355)	(259,101)
Distributions to shareholders from net realized gain	(79,802)	(199,216)
Total distributions	(198,157)	(458,317)
Share transactions - net increase (decrease)	(1,588,370)	(227,175)
Total increase (decrease) in net assets	(1,120,205)	675,025

Net Assets
Beginning of period	7,188,291	6,513,266
End of period (including undistributed net investment income of $0 and undistributed net investment income of $723, respectively)	$ 6,068,086	$ 7,188,291

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.34	$ 8.14	$ 11.59	$ 11.41	$ 10.74
Income from Investment Operations
Net investment income (loss) ^C	.18	.34	.34	.38	.31
Net realized and unrealized gain (loss)	.87	1.48	(3.06)	.60	.72
Total from investment operations	1.05	1.82	(2.72)	.98	1.03
Distributions from net investment income	(.20)	(.35)	(.34)	(.34)	(.31)
Distributions from net realized gain	(.12)	(.26)	(.39)	(.47)	(.05)
Total distributions	(.32)	(.62) ^G	(.73)	(.80) ^F	(.36)
Net asset value, end of period	$ 10.07	$ 9.34	$ 8.14	$ 11.59	$ 11.41
Total Return ^A,B	11.34%	23.02%	(23.83)%	8.65%	9.59%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	1.90%	3.95%	3.29%	3.20%	2.82%
Supplemental Data
Net assets, end of period (000 omitted)	$ 5,733	$ 6,833	$ 5,993	$ 9,203	$ 7,871
Portfolio turnover rate	42%	50%	51%	51%	56%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.80 per share is comprised of distributions from net investment income of $.335 and distributions from net realized gain of $.465 per share.

^G Total distributions of $.62 per share is comprised of distributions from net investment income of $.353 and distributions from net realized gain of $.262 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.35	$ 8.14	$ 11.59	$ 11.41	$ 10.74
Income from Investment Operations
Net investment income (loss) ^C	.17	.33	.33	.37	.30
Net realized and unrealized gain (loss)	.87	1.48	(3.06)	.60	.72
Total from investment operations	1.04	1.81	(2.73)	.97	1.02
Distributions from net investment income	(.19)	(.34)	(.33)	(.32)	(.30)
Distributions from net realized gain	(.12)	(.26)	(.39)	(.47)	(.05)
Total distributions	(.31)	(.60) ^G	(.72)	(.79) ^F	(.35)
Net asset value, end of period	$ 10.08	$ 9.35	$ 8.14	$ 11.59	$ 11.41
Total Return ^A,B	11.24%	23.00%	(23.95)%	8.55%	9.48%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	1.80%	3.85%	3.19%	3.10%	2.72%
Supplemental Data
Net assets, end of period (000 omitted)	$ 179	$ 172	$ 250	$ 449	$ 414
Portfolio turnover rate	42%	50%	51%	51%	56%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.79 per share is comprised of distributions from net investment income of $.323 and distributions from net realized gain of $.465 per share.

^G Total distributions of $.60 per share is comprised of distributions from net investment income of $.341 and distributions from net realized gain of $.262 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.35	$ 8.14	$ 11.59	$ 11.41	$ 10.74
Income from Investment Operations
Net investment income (loss) ^C	.16	.32	.31	.35	.29
Net realized and unrealized gain (loss)	.86	1.48	(3.06)	.60	.71
Total from investment operations	1.02	1.80	(2.75)	.95	1.00
Distributions from net investment income	(.18)	(.32)	(.31)	(.31)	(.28)
Distributions from net realized gain	(.12)	(.26)	(.39)	(.47)	(.05)
Total distributions	(.29) ^H	(.59) ^G	(.70)	(.77) ^F	(.33)
Net asset value, end of period	$ 10.08	$ 9.35	$ 8.14	$ 11.59	$ 11.41
Total Return ^A,B	11.06%	22.78%	(24.12)%	8.40%	9.34%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	1.65%	3.70%	3.04%	2.95%	2.57%
Supplemental Data
Net assets, end of period (000 omitted)	$ 157	$ 183	$ 271	$ 456	$ 413
Portfolio turnover rate	42%	50%	51%	51%	56%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.77 per share is comprised of distributions from net investment income of $.306 and distributions from net realized gain of $.465 per share.

^G Total distributions of $.59 per share is comprised of distributions from net investment income of $.324 and distributions from net realized gain of $.262 per share.

^H Total distributions of $.29 per share is comprised of distributions from net investment income of $.177 and distributions from net realized gain of $.117 per share.

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

Annual Report

VIP Freedom 2010 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	6.0	5.9
VIP Equity-Income Portfolio Initial Class	7.1	6.9
VIP Growth & Income Portfolio Initial Class	7.0	6.9
VIP Growth Portfolio Initial Class	7.0	6.9
VIP Mid Cap Portfolio Initial Class	2.4	2.5
VIP Value Portfolio Initial Class	6.1	5.9
VIP Value Strategies Portfolio Initial Class	2.6	2.5
	38.2	37.5
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	11.3	11.0
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	1.9	1.0
High Yield Bond Funds
VIP High Income Portfolio Initial Class	4.9	5.0
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	33.5	35.1
Short-Term Funds
VIP Money Market Portfolio Initial Class	10.2	10.4
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	38.2%
	Developed International Equity Funds	11.3%
	Emerging Markets Equity Funds	1.9%
	High Yield Bond Funds	4.9%
	Investment Grade Bond Funds	33.5%
	Short-Term Funds	10.2%

fid197

Six months ago
	Domestic Equity Funds	37.5%
	Developed International Equity Funds	11.0%
	Emerging Markets Equity Funds	1.0%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	35.1%
	Short-Term Funds	10.4%

fid205

Expected
	Domestic Equity Funds	36.2%
	Developed International Equity Funds	11.2%
	Emerging Markets Equity Funds	2.0%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	34.8%
	Short-Term Funds	10.8%

fid213

Annual Report

VIP Freedom 2010 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 38.2%
	Shares		Value
Domestic Equity Funds - 38.2%
VIP Contrafund Portfolio Initial Class	403,715		$ 9,640,703
VIP Equity-Income Portfolio Initial Class	593,301		11,284,584
VIP Growth & Income Portfolio Initial Class	889,229		11,230,958
VIP Growth Portfolio Initial Class	303,487		11,256,318
VIP Mid Cap Portfolio Initial Class	119,196		3,896,533
VIP Value Portfolio Initial Class	879,058		9,669,641
VIP Value Strategies Portfolio Initial Class	419,321		4,084,186
TOTAL DOMESTIC EQUITY FUNDS (Cost $65,563,835)		61,062,923
International Equity Funds - 13.2%

Developed International Equity Funds - 11.3%
VIP Overseas Portfolio Initial Class	1,080,567		18,121,112
Emerging Markets Equity Funds - 1.9%
VIP Emerging Markets Portfolio Initial Class	305,124		3,023,778
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $22,424,343)		21,144,890
Bond Funds - 38.4%
	Shares		Value
High Yield Bond Funds - 4.9%
VIP High Income Portfolio Initial Class	1,399,239		$ 7,793,759
Investment Grade Bond Funds - 33.5%
VIP Investment Grade Bond Portfolio Initial Class	4,168,840		53,486,221
TOTAL BOND FUNDS (Cost $60,997,484)		61,279,980
Short-Term Funds - 10.2%

VIP Money Market Portfolio Initial Class (Cost $16,336,688)	16,336,688		16,336,688
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $165,322,350)			159,824,481
NET OTHER ASSETS (LIABILITIES) - 0.0%			(26,233)
NET ASSETS - 100%		$ 159,798,248

Other Information

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

Annual Report

VIP Freedom 2010 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $165,322,350) - See accompanying schedule		$ 159,824,481
Receivable for investments sold		270,291
Receivable for fund shares sold		977
Total assets		160,095,749

Liabilities
Payable to custodian bank	$ 92,697
Payable for fund shares redeemed	178,973
Distribution and service plan fees payable	25,831
Total liabilities		297,501

Net Assets		$ 159,798,248
Net Assets consist of:
Paid in capital		$ 166,143,857
Undistributed net investment income		7,845
Accumulated undistributed net realized gain (loss) on investments		(855,585)
Net unrealized appreciation (depreciation) on investments		(5,497,869)
Net Assets		$ 159,798,248

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($22,572,758 ÷ 2,128,269 shares)		$ 10.61

Service Class: Net Asset Value, offering price and redemption price per share ($19,259,145 ÷ 1,817,294 shares)		$ 10.60

Service Class 2: Net Asset Value, offering price and redemption price per share ($117,966,345 ÷ 11,170,139 shares)		$ 10.56

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

Annual Report

VIP Freedom 2010 Portfolio

Financial Statements - continued

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 3,290,005
Interest		5
Total income		3,290,010

Expenses
Distribution and service plan fees	$ 262,524
Independent trustees' compensation	483
Total expenses before reductions	263,007
Expense reductions	(483)	262,524
Net investment income (loss)		3,027,486
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	1,415,397
Capital gain distributions from underlying funds	679,031
Total net realized gain (loss)		2,094,428
Change in net unrealized appreciation (depreciation) on underlying funds		11,980,452
Net gain (loss)		14,074,880
Net increase (decrease) in net assets resulting from operations		$ 17,102,366

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 3,027,486	$ 4,477,224
Net realized gain (loss)	2,094,428	1,326,323
Change in net unrealized appreciation (depreciation)	11,980,452	18,322,740
Net increase (decrease) in net assets resulting from operations	17,102,366	24,126,287
Distributions to shareholders from net investment income	(3,027,992)	(4,479,938)
Distributions to shareholders from net realized gain	(2,711,578)	(871,550)
Total distributions	(5,739,570)	(5,351,488)
Share transactions - net increase (decrease)	20,210,504	980,260
Total increase (decrease) in net assets	31,573,300	19,755,059

Net Assets
Beginning of period	128,224,948	108,469,889
End of period (including undistributed net investment income of $7,845 and undistributed net investment income of $8,529, respectively)	$ 159,798,248	$ 128,224,948

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.77	$ 8.23	$ 11.96	$ 11.59	$ 10.78
Income from Investment Operations
Net investment income (loss) ^C	.24	.38	.35	.36	.28
Net realized and unrealized gain (loss)	1.02	1.60	(3.32)	.64	.78
Total from investment operations	1.26	1.98	(2.97)	1.00	1.06
Distributions from net investment income	(.23)	(.37)	(.31)	(.30)	(.20)
Distributions from net realized gain	(.19)	(.07)	(.45)	(.33)	(.05)
Total distributions	(.42)	(.44)	(.76)	(.63)	(.25)
Net asset value, end of period	$ 10.61	$ 9.77	$ 8.23	$ 11.96	$ 11.59
Total Return ^A,B	12.95%	24.27%	(25.05)%	8.71%	9.82%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	2.38%	4.22%	3.27%	2.95%	2.48%
Supplemental Data
Net assets, end of period (000 omitted)	$ 22,573	$ 21,197	$ 24,962	$ 26,629	$ 20,992
Portfolio turnover rate	29%	28%	34%	21%	24%

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

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

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

^D Amounts do not include the activity of the underlying funds.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.77	$ 8.23	$ 11.95	$ 11.58	$ 10.77
Income from Investment Operations
Net investment income (loss) ^C	.23	.37	.33	.35	.27
Net realized and unrealized gain (loss)	1.01	1.60	(3.30)	.64	.78
Total from investment operations	1.24	1.97	(2.97)	.99	1.05
Distributions from net investment income	(.21)	(.36)	(.30)	(.29)	(.19)
Distributions from net realized gain	(.19)	(.07)	(.45)	(.33)	(.05)
Total distributions	(.41) ^F	(.43)	(.75)	(.62)	(.24)
Net asset value, end of period	$ 10.60	$ 9.77	$ 8.23	$ 11.95	$ 11.58
Total Return ^A,B	12.74%	24.15%	(25.08)%	8.65%	9.78%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	2.28%	4.12%	3.17%	2.85%	2.39%
Supplemental Data
Net assets, end of period (000 omitted)	$ 19,259	$ 19,238	$ 17,137	$ 19,295	$ 5,984
Portfolio turnover rate	29%	28%	34%	21%	24%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.41 per share is comprised of distributions from net investment income of $.214 and distributions from net realized gain of $.191 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.74	$ 8.21	$ 11.92	$ 11.56	$ 10.76
Income from Investment Operations
Net investment income (loss) ^C	.22	.35	.32	.33	.25
Net realized and unrealized gain (loss)	.99	1.60	(3.29)	.64	.78
Total from investment operations	1.21	1.95	(2.97)	.97	1.03
Distributions from net investment income	(.20)	(.35)	(.29)	(.28)	(.18)
Distributions from net realized gain	(.19)	(.07)	(.45)	(.33)	(.05)
Total distributions	(.39)	(.42)	(.74)	(.61)	(.23)
Net asset value, end of period	$ 10.56	$ 9.74	$ 8.21	$ 11.92	$ 11.56
Total Return ^A,B	12.55%	23.95%	(25.17)%	8.42%	9.58%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	2.13%	3.97%	3.02%	2.70%	2.24%
Supplemental Data
Net assets, end of period (000 omitted)	$ 117,966	$ 87,791	$ 66,370	$ 62,510	$ 38,662
Portfolio turnover rate	29%	28%	34%	21%	24%

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

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

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

^D Amounts do not include the activity of the underlying funds.

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

Annual Report

VIP Freedom 2015 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	6.2	6.1
VIP Equity-Income Portfolio Initial Class	7.3	7.1
VIP Growth & Income Portfolio Initial Class	7.2	7.1
VIP Growth Portfolio Initial Class	7.2	7.1
VIP Mid Cap Portfolio Initial Class	2.5	2.6
VIP Value Portfolio Initial Class	6.2	6.1
VIP Value Strategies Portfolio Initial Class	2.6	2.5
	39.2	38.6
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	11.7	11.3
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	1.9	1.1
High Yield Bond Funds
VIP High Income Portfolio Initial Class	5.0	5.1
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	33.1	34.6
Short-Term Funds
VIP Money Market Portfolio Initial Class	9.1	9.3
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	39.2%
	Developed International Equity Funds	11.7%
	Emerging Markets Equity Funds	1.9%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	33.1%
	Short-Term Funds	9.1%

fid221

Six months ago
	Domestic Equity Funds	38.6%
	Developed International Equity Funds	11.3%
	Emerging Markets Equity Funds	1.1%
	High Yield Bond Funds	5.1%
	Investment Grade Bond Funds	34.6%
	Short-Term Funds	9.3%

fid229

Expected
	Domestic Equity Funds	37.0%
	Developed International Equity Funds	11.5%
	Emerging Markets Equity Funds	2.0%
	High Yield Bond Funds	5.1%
	Investment Grade Bond Funds	34.7%
	Short-Term Funds	9.7%

fid237

Annual Report

VIP Freedom 2015 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 39.2%
	Shares		Value
Domestic Equity Funds - 39.2%
VIP Contrafund Portfolio Initial Class	255,136		$ 6,092,639
VIP Equity-Income Portfolio Initial Class	375,105		7,134,502
VIP Growth & Income Portfolio Initial Class	562,226		7,100,917
VIP Growth Portfolio Initial Class	191,896		7,117,427
VIP Mid Cap Portfolio Initial Class	75,125		2,455,846
VIP Value Portfolio Initial Class	555,511		6,110,618
VIP Value Strategies Portfolio Initial Class	265,315		2,584,171
TOTAL DOMESTIC EQUITY FUNDS (Cost $38,837,119)		38,596,120
International Equity Funds - 13.6%

Developed International Equity Funds - 11.7%
VIP Overseas Portfolio Initial Class	683,559		11,463,287
Emerging Markets Equity Funds - 1.9%
VIP Emerging Markets Portfolio Initial Class	192,691		1,909,572
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $13,485,236)		13,372,859
Bond Funds - 38.1%
	Shares		Value
High Yield Bond Funds - 5.0%
VIP High Income Portfolio Initial Class	875,925		$ 4,878,900
Investment Grade Bond Funds - 33.1%
VIP Investment Grade Bond Portfolio Initial Class	2,539,430		32,580,883
TOTAL BOND FUNDS (Cost $37,083,791)		37,459,783
Short-Term Funds - 9.1%

VIP Money Market Portfolio Initial Class (Cost $8,952,482)	8,952,482		8,952,482
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $98,358,628)			98,381,244
NET OTHER ASSETS (LIABILITIES) - 0.0%			(11,708)
NET ASSETS - 100%		$ 98,369,536

Other Information

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

Annual Report

VIP Freedom 2015 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $98,358,628) - See accompanying schedule		$ 98,381,244
Cash		146
Receivable for investments sold		995
Receivable for fund shares sold		12,657
Total assets		98,395,042

Liabilities
Payable for investments purchased	$ 7,466
Payable for fund shares redeemed	6,378
Distribution and service plan fees payable	11,662
Total liabilities		25,506

Net Assets		$ 98,369,536
Net Assets consist of:
Paid in capital		$ 98,852,281
Accumulated undistributed net realized gain (loss) on investments		(505,361)
Net unrealized appreciation (depreciation) on investments		22,616
Net Assets		$ 98,369,536

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($39,534,794 ÷ 3,696,288 shares)		$ 10.70

Service Class: Net Asset Value, offering price and redemption price per share ($2,722,875 ÷ 254,705 shares)		$ 10.69

Service Class 2: Net Asset Value, offering price and redemption price per share ($56,111,867 ÷ 5,267,563 shares)		$ 10.65

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 2,025,670
Interest		5
Total income		2,025,675

Expenses
Distribution and service plan fees	$ 123,231
Independent trustees' compensation	308
Total expenses before reductions	123,539
Expense reductions	(308)	123,231
Net investment income (loss)		1,902,444
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	451,696
Capital gain distributions from underlying funds	414,315
Total net realized gain (loss)		866,011
Change in net unrealized appreciation (depreciation) on underlying funds		8,117,654
Net gain (loss)		8,983,665
Net increase (decrease) in net assets resulting from operations		$ 10,886,109

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 1,902,444	$ 2,636,979
Net realized gain (loss)	866,011	778,497
Change in net unrealized appreciation (depreciation)	8,117,654	11,395,277
Net increase (decrease) in net assets resulting from operations	10,886,109	14,810,753
Distributions to shareholders from net investment income	(1,907,875)	(2,643,534)
Distributions to shareholders from net realized gain	(1,118,696)	(904,007)
Total distributions	(3,026,571)	(3,547,541)
Share transactions - net increase (decrease)	9,160,517	17,317,820
Total increase (decrease) in net assets	17,020,055	28,581,032

Net Assets
Beginning of period	81,349,481	52,768,449
End of period (including undistributed net investment income of $0 and undistributed net investment income of $9,777, respectively)	$ 98,369,536	$ 81,349,481

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.78	$ 8.19	$ 12.29	$ 11.93	$ 10.95
Income from Investment Operations
Net investment income (loss) ^C	.23	.38	.33	.37	.27
Net realized and unrealized gain (loss)	1.04	1.67	(3.61)	.73	.94
Total from investment operations	1.27	2.05	(3.28)	1.10	1.21
Distributions from net investment income	(.23)	(.34)	(.30)	(.36)	(.14)
Distributions from net realized gain	(.13)	(.12)	(.52)	(.38)	(.09)
Total distributions	(.35) ^G	(.46)	(.82) ^F	(.74)	(.23)
Net asset value, end of period	$ 10.70	$ 9.78	$ 8.19	$ 12.29	$ 11.93
Total Return ^A,B	13.09%	25.28%	(27.03)%	9.33%	11.04%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	2.30%	4.21%	3.11%	2.93%	2.34%
Supplemental Data
Net assets, end of period (000 omitted)	$ 39,535	$ 37,291	$ 25,977	$ 33,780	$ 23,712
Portfolio turnover rate	30%	23%	27%	18%	24%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.82 per share is comprised of distributions from net investment income of $.302 and distributions from net realized gain of $.515 per share.

^G Total distributions of $.35 per share is comprised of distributions from net investment income of $.227 and distributions from net realized gain of $.127 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.77	$ 8.19	$ 12.29	$ 11.93	$ 10.95
Income from Investment Operations
Net investment income (loss) ^C	.22	.37	.31	.35	.26
Net realized and unrealized gain (loss)	1.05	1.66	(3.60)	.74	.94
Total from investment operations	1.27	2.03	(3.29)	1.09	1.20
Distributions from net investment income	(.22)	(.33)	(.29)	(.35)	(.13)
Distributions from net realized gain	(.13)	(.12)	(.52)	(.38)	(.09)
Total distributions	(.35)	(.45)	(.81) ^F	(.73)	(.22)
Net asset value, end of period	$ 10.69	$ 9.77	$ 8.19	$ 12.29	$ 11.93
Total Return ^A,B	13.00%	25.06%	(27.10)%	9.23%	10.94%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	2.20%	4.12%	3.01%	2.83%	2.24%
Supplemental Data
Net assets, end of period (000 omitted)	$ 2,723	$ 1,524	$ 936	$ 477	$ 427
Portfolio turnover rate	30%	23%	27%	18%	24%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.81 per share is comprised of distributions from net investment income of $.294 and distributions from net realized gain of $.515 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.74	$ 8.16	$ 12.26	$ 11.91	$ 10.94
Income from Investment Operations
Net investment income (loss) ^C	.21	.35	.30	.33	.24
Net realized and unrealized gain (loss)	1.03	1.67	(3.61)	.74	.95
Total from investment operations	1.24	2.02	(3.31)	1.07	1.19
Distributions from net investment income	(.20)	(.32)	(.28)	(.34)	(.13)
Distributions from net realized gain	(.13)	(.12)	(.52)	(.38)	(.09)
Total distributions	(.33)	(.44)	(.79) ^F	(.72)	(.22)
Net asset value, end of period	$ 10.65	$ 9.74	$ 8.16	$ 12.26	$ 11.91
Total Return ^A,B	12.79%	25.02%	(27.30)%	9.07%	10.84%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	2.05%	3.97%	2.86%	2.68%	2.09%
Supplemental Data
Net assets, end of period (000 omitted)	$ 56,112	$ 42,534	$ 25,855	$ 24,497	$ 9,984
Portfolio turnover rate	30%	23%	27%	18%	24%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.79 per share is comprised of distributions from net investment income of $.279 and distributions from net realized gain of $.515 per share.

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

Annual Report

VIP Freedom 2020 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	7.3	7.4
VIP Equity-Income Portfolio Initial Class	8.6	8.6
VIP Growth & Income Portfolio Initial Class	8.5	8.6
VIP Growth Portfolio Initial Class	8.6	8.6
VIP Mid Cap Portfolio Initial Class	3.0	3.1
VIP Value Portfolio Initial Class	7.3	7.3
VIP Value Strategies Portfolio Initial Class	3.1	3.0
	46.4	46.6
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	13.8	13.7
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	2.3	1.3
High Yield Bond Funds
VIP High Income Portfolio Initial Class	6.5	6.9
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	27.6	28.5
Short-Term Funds
VIP Money Market Portfolio Initial Class	3.4	3.0
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	46.4%
	Developed International Equity Funds	13.8%
	Emerging Markets Equity Funds	2.3%
	High Yield Bond Funds	6.5%
	Investment Grade Bond Funds	27.6%
	Short-Term Funds	3.4%

fid245

Six months ago
	Domestic Equity Funds	46.6%
	Developed International Equity Funds	13.7%
	Emerging Markets Equity Funds	1.3%
	High Yield Bond Funds	6.9%
	Investment Grade Bond Funds	28.5%
	Short-Term Funds	3.0%

fid253

Expected
	Domestic Equity Funds	43.3%
	Developed International Equity Funds	13.4%
	Emerging Markets Equity Funds	2.4%
	High Yield Bond Funds	6.4%
	Investment Grade Bond Funds	30.1%
	Short-Term Funds	4.4%

fid261

Annual Report

VIP Freedom 2020 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 46.4%
	Shares		Value
Domestic Equity Funds - 46.4%
VIP Contrafund Portfolio Initial Class	1,193,213		$ 28,493,917
VIP Equity-Income Portfolio Initial Class	1,753,476		33,351,121
VIP Growth & Income Portfolio Initial Class	2,625,383		33,158,593
VIP Growth Portfolio Initial Class	897,476		33,287,392
VIP Mid Cap Portfolio Initial Class	352,015		11,507,366
VIP Value Portfolio Initial Class	2,597,371		28,571,076
VIP Value Strategies Portfolio Initial Class	1,242,033		12,097,401
TOTAL DOMESTIC EQUITY FUNDS (Cost $177,748,336)		180,466,866
International Equity Funds - 16.1%

Developed International Equity Funds - 13.8%
VIP Overseas Portfolio Initial Class	3,197,062		53,614,736
Emerging Markets Equity Funds - 2.3%
VIP Emerging Markets Portfolio Initial Class	901,514		8,934,000
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $62,166,335)		62,548,736
Bond Funds - 34.1%
	Shares		Value
High Yield Bond Funds - 6.5%
VIP High Income Portfolio Initial Class	4,519,317		$ 25,172,596
Investment Grade Bond Funds - 27.6%
VIP Investment Grade Bond Portfolio Initial Class	8,378,422		107,495,158
TOTAL BOND FUNDS (Cost $132,724,801)		132,667,754
Short-Term Funds - 3.4%

VIP Money Market Portfolio Initial Class (Cost $13,107,721)	13,107,721		13,107,721
Cash Equivalents - 0.0%
	Maturity Amount
Investments in repurchase agreements in a joint trading account at 0.20%, dated 12/31/10 due 1/3/11 (Collateralized by U.S. Treasury Obligations) # (Cost $94,000)	$ 94,002		$ 94,000
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $385,841,193)			388,885,077
NET OTHER ASSETS (LIABILITIES) - 0.0%			(160,547)
NET ASSETS - 100%		$ 388,724,530

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy with the exception of Cash Equivalents which are categorized as Level 2. 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, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

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

Repurchase Agreement / Counterparty	Value
$94,000 due 1/03/11 at 0.20%
BNP Paribas Securities Corp.	$ 11,114
Barclays Capital, Inc.	22,178
Citigroup Global Markets, Inc.	7,153
Credit Agricole Securities (USA), Inc.	14,307
Deutsche Bank Securities, Inc.	2,861
HSBC Securities (USA), Inc.	8,433
J.P. Morgan Securities, Inc.	7,153
Merrill Lynch, Pierce, Fenner & Smith, Inc.	2,146
Mizuho Securities USA, Inc.	12,161
RBS Securities, Inc.	3,991
Societe Generale, New York Branch	1,788
Wells Fargo Securities LLC	715
	$ 94,000

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

Annual Report

VIP Freedom 2020 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (including repurchase agreements of $94,000) (cost $385,841,193) - See accompanying schedule		$ 388,885,077
Cash		34
Receivable for investments sold		263,289
Receivable for fund shares sold		81,497
Total assets		389,229,897

Liabilities
Payable for fund shares redeemed	$ 439,551
Distribution and service plan fees payable	65,816
Total liabilities		505,367

Net Assets		$ 388,724,530
Net Assets consist of:
Paid in capital		$ 387,764,015
Accumulated undistributed net realized gain (loss) on investments		(2,083,369)
Net unrealized appreciation (depreciation) on investments		3,043,884
Net Assets		$ 388,724,530

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($45,225,182 ÷ 4,268,920 shares)		$ 10.59

Service Class: Net Asset Value, offering price and redemption price per share ($33,243,985 ÷ 3,142,728 shares)		$ 10.58

Service Class 2: Net Asset Value, offering price and redemption price per share ($310,255,363 ÷ 29,407,368 shares)		$ 10.55

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 8,029,103
Interest		14
Total income		8,029,117

Expenses
Distribution and service plan fees	$ 619,004
Independent trustees' compensation	1,053
Total expenses before reductions	620,057
Expense reductions	(1,053)	619,004
Net investment income (loss)		7,410,113
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	188,827
Capital gain distributions from underlying funds	1,438,204
Total net realized gain (loss)		1,627,031
Change in net unrealized appreciation (depreciation) on underlying funds		35,177,912
Net gain (loss)		36,804,943
Net increase (decrease) in net assets resulting from operations		$ 44,215,056

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 7,410,113	$ 7,106,002
Net realized gain (loss)	1,627,031	1,690,863
Change in net unrealized appreciation (depreciation)	35,177,912	40,995,174
Net increase (decrease) in net assets resulting from operations	44,215,056	49,792,039
Distributions to shareholders from net investment income	(7,414,198)	(7,104,782)
Distributions to shareholders from net realized gain	(2,619,651)	(2,396,745)
Total distributions	(10,033,849)	(9,501,527)
Share transactions - net increase (decrease)	100,585,667	55,723,199
Total increase (decrease) in net assets	134,766,874	96,013,711

Net Assets
Beginning of period	253,957,656	157,943,945
End of period (including undistributed net investment income of $0 and undistributed net investment income of $6,585, respectively)	$ 388,724,530	$ 253,957,656

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.52	$ 7.71	$ 12.63	$ 12.10	$ 11.07
Income from Investment Operations
Net investment income (loss) ^C	.26	.33	.32	.35	.26
Net realized and unrealized gain (loss)	1.11	1.88	(4.38)	.88	1.06
Total from investment operations	1.37	2.21	(4.06)	1.23	1.32
Distributions from net investment income	(.22)	(.29)	(.28)	(.27)	(.18)
Distributions from net realized gain	(.08)	(.11)	(.59)	(.43)	(.11)
Total distributions	(.30)	(.40) ^H	(.86) ^G	(.70) ^F	(.29)
Net asset value, end of period	$ 10.59	$ 9.52	$ 7.71	$ 12.63	$ 12.10
Total Return ^A,B	14.49%	28.97%	(32.60)%	10.23%	11.95%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	2.61%	3.93%	3.07%	2.76%	2.21%
Supplemental Data
Net assets, end of period (000 omitted)	$ 45,225	$ 38,330	$ 33,089	$ 31,465	$ 21,356
Portfolio turnover rate	21%	18%	24%	12%	21%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.70 per share is comprised of distributions from net investment income of $.273 and distributions from net realized gain of $.425 per share.

^G Total distributions of $.86 per share is comprised of distributions from net investment income of $.279 and distributions from net realized gain of $.585 per share.

^H Total distributions of $.40 per share is comprised of distributions from net investment income of $.293 and distributions from net realized gain of $.107 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.50	$ 7.70	$ 12.62	$ 12.09	$ 11.07
Income from Investment Operations
Net investment income (loss) ^C	.25	.32	.31	.34	.25
Net realized and unrealized gain (loss)	1.12	1.87	(4.38)	.88	1.06
Total from investment operations	1.37	2.19	(4.07)	1.22	1.31
Distributions from net investment income	(.21)	(.29)	(.27)	(.26)	(.18)
Distributions from net realized gain	(.08)	(.11)	(.59)	(.43)	(.11)
Total distributions	(.29)	(.39) ^H	(.85) ^G	(.69) ^F	(.29)
Net asset value, end of period	$ 10.58	$ 9.50	$ 7.70	$ 12.62	$ 12.09
Total Return ^A,B	14.52%	28.78%	(32.71)%	10.17%	11.81%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	2.51%	3.83%	2.97%	2.66%	2.11%
Supplemental Data
Net assets, end of period (000 omitted)	$ 33,244	$ 25,941	$ 18,325	$ 19,881	$ 6,555
Portfolio turnover rate	21%	18%	24%	12%	21%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.69 per share is comprised of distributions from net investment income of $.264 and distributions from net realized gain of $.425 per share.

^G Total distributions of $.85 per share is comprised of distributions from net investment income of $.269 and distributions from net realized gain of $.585 per share.

^H Total distributions of $.39 per share is comprised of distributions from net investment income of $.285 and distributions from net realized gain of $.107 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.48	$ 7.69	$ 12.60	$ 12.08	$ 11.06
Income from Investment Operations
Net investment income (loss) ^C	.23	.31	.30	.32	.23
Net realized and unrealized gain (loss)	1.12	1.86	(4.37)	.87	1.07
Total from investment operations	1.35	2.17	(4.07)	1.19	1.30
Distributions from net investment income	(.20)	(.28)	(.26)	(.25)	(.17)
Distributions from net realized gain	(.08)	(.11)	(.59)	(.43)	(.11)
Total distributions	(.28)	(.38) ^H	(.84) ^G	(.67) ^F	(.28)
Net asset value, end of period	$ 10.55	$ 9.48	$ 7.69	$ 12.60	$ 12.08
Total Return ^A,B	14.33%	28.55%	(32.80)%	9.97%	11.70%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	2.36%	3.68%	2.82%	2.51%	1.96%
Supplemental Data
Net assets, end of period (000 omitted)	$ 310,255	$ 189,686	$ 106,530	$ 119,395	$ 56,810
Portfolio turnover rate	21%	18%	24%	12%	21%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.67 per share is comprised of distributions from net investment income of $.249 and distributions from net realized gain of $.425 per share.

^G Total distributions of $.84 per share is comprised of distributions from net investment income of $.255 and distributions from net realized gain of $.585 per share.

^H Total distributions of $.38 per share is comprised of distributions from net investment income of $.275 and distributions from net realized gain of $.107 per share.

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

Annual Report

VIP Freedom 2025 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	8.3	8.4
VIP Equity-Income Portfolio Initial Class	9.7	9.7
VIP Growth & Income Portfolio Initial Class	9.7	9.7
VIP Growth Portfolio Initial Class	9.7	9.7
VIP Mid Cap Portfolio Initial Class	3.4	3.5
VIP Value Portfolio Initial Class	8.3	8.3
VIP Value Strategies Portfolio Initial Class	3.5	3.5
	52.6	52.8
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	15.7	15.5
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	2.6	1.5
High Yield Bond Funds
VIP High Income Portfolio Initial Class	7.3	7.5
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	21.7	22.7
Short-Term Funds
VIP Money Market Portfolio Initial Class	0.1	0.0
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	52.6%
	Developed International Equity Funds	15.7%
	Emerging Markets Equity Funds	2.6%
	High Yield Bond Funds	7.3%
	Investment Grade Bond Funds	21.7%
	Short-Term Funds	0.1%

fid269

Six months ago
	Domestic Equity Funds	52.8%
	Developed International Equity Funds	15.5%
	Emerging Markets Equity Funds	1.5%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	22.7%

fid277

Expected
	Domestic Equity Funds	50.6%
	Developed International Equity Funds	15.6%
	Emerging Markets Equity Funds	2.8%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	23.3%
	Short-Term Funds	0.2%

fid285

Annual Report

VIP Freedom 2025 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 52.6%
	Shares		Value
Domestic Equity Funds - 52.6%
VIP Contrafund Portfolio Initial Class	144,863		$ 3,459,319
VIP Equity-Income Portfolio Initial Class	212,912		4,049,589
VIP Growth & Income Portfolio Initial Class	318,615		4,024,109
VIP Growth Portfolio Initial Class	108,743		4,033,281
VIP Mid Cap Portfolio Initial Class	42,704		1,395,989
VIP Value Portfolio Initial Class	315,298		3,468,279
VIP Value Strategies Portfolio Initial Class	150,420		1,465,086
TOTAL DOMESTIC EQUITY FUNDS (Cost $22,106,768)		21,895,652
International Equity Funds - 18.3%

Developed International Equity Funds - 15.7%
VIP Overseas Portfolio Initial Class	389,229		6,527,365
Emerging Markets Equity Funds - 2.6%
VIP Emerging Markets Portfolio Initial Class	110,702		1,097,052
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $7,688,075)		7,624,417
Bond Funds - 29.0%
	Shares		Value
High Yield Bond Funds - 7.3%
VIP High Income Portfolio Initial Class	540,973		$ 3,013,220
Investment Grade Bond Funds - 21.7%
VIP Investment Grade Bond Portfolio Initial Class	704,786		9,042,405
TOTAL BOND FUNDS (Cost $12,244,257)		12,055,625
Short-Term Funds - 0.1%

VIP Money Market Portfolio Initial Class (Cost $27,893)	27,893		27,893
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $42,066,993)			41,603,587
NET OTHER ASSETS (LIABILITIES) - 0.0%			(4,357)
NET ASSETS - 100%		$ 41,599,230

Other Information

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

Annual Report

VIP Freedom 2025 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $42,066,993) - See accompanying schedule		$ 41,603,587
Cash		2,221
Receivable for investments sold		3,213
Receivable for fund shares sold		3,204
Total assets		41,612,225

Liabilities
Payable for investments purchased	$ 3,002
Payable for fund shares redeemed	5,570
Distribution and service plan fees payable	4,423
Total liabilities		12,995

Net Assets		$ 41,599,230
Net Assets consist of:
Paid in capital		$ 42,340,241
Accumulated undistributed net realized gain (loss) on investments		(277,605)
Net unrealized appreciation (depreciation) on investments		(463,406)
Net Assets		$ 41,599,230

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($17,387,875 ÷ 1,657,199 shares)		$ 10.49

Service Class: Net Asset Value, offering price and redemption price per share ($1,429,179 ÷ 136,273 shares)		$ 10.49

Service Class 2: Net Asset Value, offering price and redemption price per share ($22,782,176 ÷ 2,181,244 shares)		$ 10.44

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

Annual Report

VIP Freedom 2025 Portfolio

Financial Statements - continued

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 827,824

Expenses
Distribution and service plan fees	$ 30,185
Independent trustees' compensation	96
Total expenses before reductions	30,281
Expense reductions	(96)	30,185
Net investment income (loss)		797,639
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	29,716
Capital gain distributions from underlying funds	129,963
Total net realized gain (loss)		159,679
Change in net unrealized appreciation (depreciation) on underlying funds		3,475,839
Net gain (loss)		3,635,518
Net increase (decrease) in net assets resulting from operations		$ 4,433,157

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 797,639	$ 674,709
Net realized gain (loss)	159,679	143,781
Change in net unrealized appreciation (depreciation)	3,475,839	4,000,337
Net increase (decrease) in net assets resulting from operations	4,433,157	4,818,827
Distributions to shareholders from net investment income	(799,512)	(691,955)
Distributions to shareholders from net realized gain	(217,768)	(250,694)
Total distributions	(1,017,280)	(942,649)
Share transactions - net increase (decrease)	14,354,269	4,858,814
Total increase (decrease) in net assets	17,770,146	8,734,992

Net Assets
Beginning of period	23,829,084	15,094,092
End of period (including undistributed net investment income of $0 and undistributed net investment income of $2,322, respectively)	$ 41,599,230	$ 23,829,084

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.30	$ 7.49	$ 12.71	$ 12.18	$ 11.16
Income from Investment Operations
Net investment income (loss) ^C	.28	.32	.31	.38	.23
Net realized and unrealized gain (loss)	1.19	1.89	(4.58)	.89	1.17
Total from investment operations	1.47	2.21	(4.27)	1.27	1.40
Distributions from net investment income	(.21)	(.29)	(.28)	(.27)	(.21)
Distributions from net realized gain	(.06)	(.12)	(.67)	(.47)	(.17)
Total distributions	(.28) ^G	(.40) ^F	(.95)	(.74)	(.38)
Net asset value, end of period	$ 10.49	$ 9.30	$ 7.49	$ 12.71	$ 12.18
Total Return ^A,B	15.79%	30.05%	(34.16)%	10.50%	12.49%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	2.91%	3.84%	2.90%	2.95%	1.95%
Supplemental Data
Net assets, end of period (000 omitted)	$ 17,388	$ 14,888	$ 11,015	$ 15,197	$ 8,363
Portfolio turnover rate	25%	30%	36%	20%	49%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.40 per share is comprised of distributions from net investment income of $.285 and distributions from net realized gain of $.117 per share.

^G Total distributions of $.28 per share is comprised of distributions from net investment income of $.214 and distributions from net realized gain of $.061 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.30	$ 7.49	$ 12.70	$ 12.18	$ 11.16
Income from Investment Operations
Net investment income (loss) ^C	.27	.31	.29	.37	.22
Net realized and unrealized gain (loss)	1.19	1.90	(4.56)	.87	1.16
Total from investment operations	1.46	2.21	(4.27)	1.24	1.38
Distributions from net investment income	(.21)	(.28)	(.27)	(.25)	(.19)
Distributions from net realized gain	(.06)	(.12)	(.67)	(.47)	(.17)
Total distributions	(.27)	(.40) ^F	(.94)	(.72)	(.36)
Net asset value, end of period	$ 10.49	$ 9.30	$ 7.49	$ 12.70	$ 12.18
Total Return ^A,B	15.70%	29.96%	(34.20)%	10.31%	12.39%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	2.81%	3.74%	2.80%	2.85%	1.85%
Supplemental Data
Net assets, end of period (000 omitted)	$ 1,429	$ 679	$ 403	$ 497	$ 441
Portfolio turnover rate	25%	30%	36%	20%	49%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.40 per share is comprised of distributions from net investment income of $.278 and distributions from net realized gain of $.117 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.27	$ 7.47	$ 12.68	$ 12.17	$ 11.16
Income from Investment Operations
Net investment income (loss) ^C	.26	.30	.28	.35	.20
Net realized and unrealized gain (loss)	1.17	1.89	(4.57)	.89	1.16
Total from investment operations	1.43	2.19	(4.29)	1.24	1.36
Distributions from net investment income	(.20)	(.27)	(.25)	(.26)	(.18)
Distributions from net realized gain	(.06)	(.12)	(.67)	(.47)	(.17)
Total distributions	(.26)	(.39) ^F	(.92)	(.73)	(.35)
Net asset value, end of period	$ 10.44	$ 9.27	$ 7.47	$ 12.68	$ 12.17
Total Return ^A,B	15.47%	29.79%	(34.36)%	10.26%	12.18%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	2.67%	3.59%	2.65%	2.70%	1.70%
Supplemental Data
Net assets, end of period (000 omitted)	$ 22,782	$ 8,262	$ 3,676	$ 3,998	$ 556
Portfolio turnover rate	25%	30%	36%	20%	49%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.39 per share is comprised of distributions from net investment income of $.270 and distributions from net realized gain of $.117 per share.

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

Annual Report

VIP Freedom 2030 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	8.9	9.0
VIP Equity-Income Portfolio Initial Class	10.4	10.5
VIP Growth & Income Portfolio Initial Class	10.3	10.5
VIP Growth Portfolio Initial Class	10.4	10.5
VIP Mid Cap Portfolio Initial Class	3.6	3.8
VIP Value Portfolio Initial Class	8.9	9.0
VIP Value Strategies Portfolio Initial Class	3.8	3.7
	56.3	57.0
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	16.7	16.7
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	2.8	1.6
High Yield Bond Funds
VIP High Income Portfolio Initial Class	7.2	7.5
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	17.0	17.2
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	56.3%
	Developed International Equity Funds	16.7%
	Emerging Markets Equity Funds	2.8%
	High Yield Bond Funds	7.2%
	Investment Grade Bond Funds	17.0%

fid292

Six months ago
	Domestic Equity Funds	57.0%
	Developed International Equity Funds	16.7%
	Emerging Markets Equity Funds	1.6%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	17.2%

fid299

Expected
	Domestic Equity Funds	53.3%
	Developed International Equity Funds	16.5%
	Emerging Markets Equity Funds	2.9%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	19.8%

fid306

Annual Report

VIP Freedom 2030 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 56.3%
	Shares		Value
Domestic Equity Funds - 56.3%
VIP Contrafund Portfolio Initial Class	378,315		$ 9,034,173
VIP Equity-Income Portfolio Initial Class	555,409		10,563,879
VIP Growth & Income Portfolio Initial Class	831,977		10,507,871
VIP Growth Portfolio Initial Class	284,195		10,540,781
VIP Mid Cap Portfolio Initial Class	111,516		3,645,467
VIP Value Portfolio Initial Class	823,280		9,056,080
VIP Value Strategies Portfolio Initial Class	393,163		3,829,405
TOTAL DOMESTIC EQUITY FUNDS (Cost $59,346,035)		57,177,656
International Equity Funds - 19.5%

Developed International Equity Funds - 16.7%
VIP Overseas Portfolio Initial Class	1,012,931		16,986,846
Emerging Markets Equity Funds - 2.8%
VIP Emerging Markets Portfolio Initial Class	285,447		2,828,778
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $20,501,492)		19,815,624
Bond Funds - 24.2%
	Shares		Value
High Yield Bond Funds - 7.2%
VIP High Income Portfolio Initial Class	1,311,666		$ 7,305,982
Investment Grade Bond Funds - 17.0%
VIP Investment Grade Bond Portfolio Initial Class	1,351,571		17,340,660
TOTAL BOND FUNDS (Cost $24,938,846)		24,646,642
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $104,786,373)			101,639,922
NET OTHER ASSETS (LIABILITIES) - 0.0%			(12,028)
NET ASSETS - 100%		$ 101,627,894

Other Information

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

Annual Report

VIP Freedom 2030 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $104,786,373) - See accompanying schedule		$ 101,639,922
Cash		3,926
Receivable for investments sold		31,757
Receivable for fund shares sold		82,840
Total assets		101,758,445

Liabilities
Payable for investments purchased	$ 40,616
Payable for fund shares redeemed	78,091
Distribution and service plan fees payable	11,844
Total liabilities		130,551

Net Assets		$ 101,627,894
Net Assets consist of:
Paid in capital		$ 105,833,590
Accumulated undistributed net realized gain (loss) on investments		(1,059,245)
Net unrealized appreciation (depreciation) on investments		(3,146,451)
Net Assets		$ 101,627,894

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($28,917,112 ÷ 2,832,051 shares)		$ 10.21

Service Class: Net Asset Value, offering price and redemption price per share ($23,136,926 ÷ 2,268,219 shares)		$ 10.20

Service Class 2: Net Asset Value, offering price and redemption price per share ($49,573,856 ÷ 4,870,551 shares)		$ 10.18

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 1,895,196
Interest		2
Total income		1,895,198

Expenses
Distribution and service plan fees	$ 119,727
Independent trustees' compensation	291
Total expenses before reductions	120,018
Expense reductions	(291)	119,727
Net investment income (loss)		1,775,471
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	198,708
Capital gain distributions from underlying funds	273,887
Total net realized gain (loss)		472,595
Change in net unrealized appreciation (depreciation) on underlying funds		10,749,816
Net gain (loss)		11,222,411
Net increase (decrease) in net assets resulting from operations		$ 12,997,882

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 1,775,471	$ 1,666,252
Net realized gain (loss)	472,595	36,942
Change in net unrealized appreciation (depreciation)	10,749,816	13,789,670
Net increase (decrease) in net assets resulting from operations	12,997,882	15,492,864
Distributions to shareholders from net investment income	(1,775,488)	(1,389,018)
Distributions to shareholders from net realized gain	(668,951)	(719,544)
Total distributions	(2,444,439)	(2,108,562)
Share transactions - net increase (decrease)	16,267,172	12,259,496
Total increase (decrease) in net assets	26,820,615	25,643,798

Net Assets
Beginning of period	74,807,279	49,163,481
End of period (including undistributed net investment income of $0 and undistributed net investment income of $1,318, respectively)	$ 101,627,894	$ 74,807,279

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.03	$ 7.12	$ 13.02	$ 12.44	$ 11.27
Income from Investment Operations
Net investment income (loss) ^C	.21	.24	.28	.34	.24
Net realized and unrealized gain (loss)	1.24	1.96	(5.14)	1.06	1.25
Total from investment operations	1.45	2.20	(4.86)	1.40	1.49
Distributions from net investment income	(.20)	(.18)	(.25)	(.28)	(.19)
Distributions from net realized gain	(.07)	(.11)	(.80)	(.54)	(.13)
Total distributions	(.27)	(.29)	(1.04) ^F	(.82)	(.32)
Net asset value, end of period	$ 10.21	$ 9.03	$ 7.12	$ 13.02	$ 12.44
Total Return ^A,B	16.08%	31.66%	(38.04)%	11.37%	13.20%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.00%	.00%	.00%	.00%	.00%
Expenses net of fee waivers, if any	.00%	.00%	.00%	.00%	.00%
Expenses net of all reductions	.00%	.00%	.00%	.00%	.00%
Net investment income (loss)	2.25%	3.13%	2.69%	2.56%	2.05%
Supplemental Data
Net assets, end of period (000 omitted)	$ 28,917	$ 23,836	$ 19,592	$ 23,767	$ 14,298
Portfolio turnover rate	25%	24%	23%	17%	32%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $1.04 per share is comprised of distributions from net investment income of $.245 and distributions from net realized gain of $.795 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.02	$ 7.12	$ 13.01	$ 12.44	$ 11.27
Income from Investment Operations
Net investment income (loss) ^C	.20	.24	.27	.33	.23
Net realized and unrealized gain (loss)	1.24	1.94	(5.13)	1.05	1.25
Total from investment operations	1.44	2.18	(4.86)	1.38	1.48
Distributions from net investment income	(.19)	(.17)	(.24)	(.27)	(.18)
Distributions from net realized gain	(.07)	(.11)	(.80)	(.54)	(.13)
Total distributions	(.26)	(.28)	(1.03) ^F	(.81)	(.31)
Net asset value, end of period	$ 10.20	$ 9.02	$ 7.12	$ 13.01	$ 12.44
Total Return ^A,B	16.00%	31.40%	(38.08)%	11.21%	13.15%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.10%	.10%	.10%	.10%	.10%
Expenses net of fee waivers, if any	.10%	.10%	.10%	.10%	.10%
Expenses net of all reductions	.10%	.10%	.10%	.10%	.10%
Net investment income (loss)	2.15%	3.03%	2.59%	2.46%	1.95%
Supplemental Data
Net assets, end of period (000 omitted)	$ 23,137	$ 16,162	$ 10,298	$ 12,884	$ 3,867
Portfolio turnover rate	25%	24%	23%	17%	32%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $1.03 per share is comprised of distributions from net investment income of $.235 and distributions from net realized gain of $.795 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.00	$ 7.11	$ 12.99	$ 12.42	$ 11.26
Income from Investment Operations
Net investment income (loss) ^C	.19	.23	.26	.31	.21
Net realized and unrealized gain (loss)	1.24	1.93	(5.12)	1.05	1.25
Total from investment operations	1.43	2.16	(4.86)	1.36	1.46
Distributions from net investment income	(.17)	(.16)	(.22)	(.25)	(.17)
Distributions from net realized gain	(.07)	(.11)	(.80)	(.54)	(.13)
Total distributions	(.25) ^F	(.27)	(1.02) ^G	(.79)	(.30)
Net asset value, end of period	$ 10.18	$ 9.00	$ 7.11	$ 12.99	$ 12.42
Total Return ^A,B	15.89%	31.18%	(38.17)%	11.08%	12.92%
Ratios to Average Net Assets ^D,E
Expenses before reductions	.25%	.25%	.25%	.25%	.25%
Expenses net of fee waivers, if any	.25%	.25%	.25%	.25%	.25%
Expenses net of all reductions	.25%	.25%	.25%	.25%	.25%
Net investment income (loss)	2.01%	2.88%	2.44%	2.31%	1.80%
Supplemental Data
Net assets, end of period (000 omitted)	$ 49,574	$ 34,809	$ 19,273	$ 24,148	$ 15,774
Portfolio turnover rate	25%	24%	23%	17%	32%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^F Total distributions of $.25 per share is comprised of distributions from net investment income of $.173 and distributions from net realized gain of $.072 per share.

^G Total distributions of $1.02 per share is comprised of distributions from net investment income of $.221 and distributions from net realized gain of $.795 per share.

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

Annual Report

Fidelity VIP Freedom 2035 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	9.8	9.8
VIP Equity-Income Portfolio Initial Class	11.5	11.5
VIP Growth & Income Portfolio Initial Class	11.4	11.5
VIP Growth Portfolio Initial Class	11.4	11.5
VIP Mid Cap Portfolio Initial Class	4.0	4.1
VIP Value Portfolio Initial Class	9.8	9.8
VIP Value Strategies Portfolio Initial Class	4.2	4.1
	62.1	62.3
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	18.4	18.3
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	3.0	1.7
High Yield Bond Funds
VIP High Income Portfolio Initial Class	7.1	7.6
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	9.4	10.1
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	62.1%
	Developed International Equity Funds	18.4%
	Emerging Markets Equity Funds	3.0%
	High Yield Bond Funds	7.1%
	Investment Grade Bond Funds	9.4%

fid313

Six months ago
	Domestic Equity Funds	62.3%
	Developed International Equity Funds	18.3%
	Emerging Markets Equity Funds	1.7%
	High Yield Bond Funds	7.6%
	Investment Grade Bond Funds	10.1%

fid320

Expected
	Domestic Equity Funds	60.4%
	Developed International Equity Funds	18.7%
	Emerging Markets Equity Funds	3.3%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	10.1%

fid327

Annual Report

Fidelity VIP Freedom 2035 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 62.1%
	Shares		Value
Domestic Equity Funds - 62.1%
VIP Contrafund Portfolio Initial Class	1,837		$ 43,866
VIP Equity-Income Portfolio Initial Class	2,699		51,338
VIP Growth & Income Portfolio Initial Class	4,042		51,050
VIP Growth Portfolio Initial Class	1,380		51,179
VIP Mid Cap Portfolio Initial Class	541		17,677
VIP Value Portfolio Initial Class	4,003		44,033
VIP Value Strategies Portfolio Initial Class	1,911		18,614
TOTAL DOMESTIC EQUITY FUNDS (Cost $178,172)		277,757
International Equity Funds - 21.4%

Developed International Equity Funds - 18.4%
VIP Overseas Portfolio Initial Class	4,908		82,304
Emerging Markets Equity Funds - 3.0%
VIP Emerging Markets Portfolio Initial Class	1,382		13,699
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $67,866)		96,003
Bond Funds - 16.5%
	Shares		Value
High Yield Bond Funds - 7.1%
VIP High Income Portfolio Initial Class	5,729		$ 31,908
Investment Grade Bond Funds - 9.4%
VIP Investment Grade Bond Portfolio Initial Class	3,272		41,978
TOTAL BOND FUNDS (Cost $64,909)		73,886
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $310,947)			447,646
NET OTHER ASSETS (LIABILITIES) - 0.0%			(58)
NET ASSETS - 100%		$ 447,588

Other Information

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

Annual Report

Fidelity VIP Freedom 2035 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $310,947) - See accompanying schedule		$ 447,646
Receivable for investments sold		19
Total assets		447,665

Liabilities
Payable for fund shares redeemed	$ 22
Distribution and service plan fees payable	55
Total liabilities		77

Net Assets		$ 447,588
Net Assets consist of:
Paid in capital		$ 310,471
Accumulated undistributed net realized gain (loss) on investments		418
Net unrealized appreciation (depreciation) on investments		136,699
Net Assets		$ 447,588

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($120,642 ÷ 8,185 shares)		$ 14.74

Service Class: Net Asset Value, offering price and redemption price per share ($115,591 ÷ 7,842 shares)		$ 14.74

Service Class 2: Net Asset Value, offering price and redemption price per share ($211,355 ÷ 14,356 shares)		$ 14.72

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

Annual Report

Fidelity VIP Freedom 2035 Portfolio

Financial Statements - continued

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 7,945

Expenses
Distribution and service plan fees	$ 497
Total expenses		497
Net investment income (loss)		7,448
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	24,993
Capital gain distributions from underlying funds	946
Total net realized gain (loss)		25,939
Change in net unrealized appreciation (depreciation) on underlying funds		27,693
Net gain (loss)		53,632
Net increase (decrease) in net assets resulting from operations		$ 61,080

Statement of Changes in Net Assets

	Year ended December 31, 2010	For the period April 8, 2009 (commencement of operations) to December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 7,448	$ 7,374
Net realized gain (loss)	25,939	4,237
Change in net unrealized appreciation (depreciation)	27,693	109,006
Net increase (decrease) in net assets resulting from operations	61,080	120,617
Distributions to shareholders from net investment income	(7,448)	(7,372)
Distributions to shareholders from net realized gain	(29,333)	(427)
Total distributions	(36,781)	(7,799)
Share transactions - net increase (decrease)	(3,350)	313,821
Total increase (decrease) in net assets	20,949	426,639

Net Assets
Beginning of period	426,639	-
End of period (including undistributed net investment income of $0 and undistributed net investment income of $2, respectively)	$ 447,588	$ 426,639

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.74	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.27	.25
Net realized and unrealized gain (loss)	2.04	3.76
Total from investment operations	2.31	4.01
Distributions from net investment income	(.28)	(.25)
Distributions from net realized gain	(1.03)	(.01)
Total distributions	(1.31)	(.27) ^H
Net asset value, end of period	$ 14.74	$ 13.74
Total Return ^B,C	17.01%	40.04%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.00%	.00% ^A
Expenses net of fee waivers, if any	.00%	.00% ^A
Expenses net of all reductions	.00%	.00% ^A
Net investment income (loss)	1.92%	2.78% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 121	$ 144
Portfolio turnover rate	38%	5% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

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

^H Total distributions of $.27 per share is comprised of distributions from net investment income of $.252 and distributions from net realized gain of $.014 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.73	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.26	.24
Net realized and unrealized gain (loss)	2.04	3.75
Total from investment operations	2.30	3.99
Distributions from net investment income	(.26)	(.24)
Distributions from net realized gain	(1.03)	(.01)
Total distributions	(1.29)	(.26) ^H
Net asset value, end of period	$ 14.74	$ 13.73
Total Return ^B,C	16.97%	39.85%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.10%	.10% ^A
Expenses net of fee waivers, if any	.10%	.10% ^A
Expenses net of all reductions	.10%	.10% ^A
Net investment income (loss)	1.82%	2.68% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 116	$ 140
Portfolio turnover rate	38%	5% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

^H Total distributions of $.26 per share is comprised of distributions from net investment income of $.243 and distributions from net realized gain of $.014 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.73	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.24	.23
Net realized and unrealized gain (loss)	2.03	3.74
Total from investment operations	2.27	3.97
Distributions from net investment income	(.26)	(.23)
Distributions from net realized gain	(1.03)	(.01)
Total distributions	(1.28) ^H	(.24) ^I
Net asset value, end of period	$ 14.72	$ 13.73
Total Return ^B,C	16.76%	39.72%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.25%	.25% ^A
Expenses net of fee waivers, if any	.25%	.25% ^A
Expenses net of all reductions	.25%	.25% ^A
Net investment income (loss)	1.67%	2.53% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 211	$ 143
Portfolio turnover rate	38%	5% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

^H Total distributions of $1.28 per share is comprised of distributions from net investment income of $.255 and distributions from net realized gain of $1.029 per share.

^I Total distributions of $.24 per share is comprised of distributions from net investment income of $.230 and distributions from net realized gain of $.014 per share.

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

Annual Report

Fidelity VIP Freedom 2040 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	9.9	10.0
VIP Equity-Income Portfolio Initial Class	11.5	11.6
VIP Growth & Income Portfolio Initial Class	11.5	11.6
VIP Growth Portfolio Initial Class	11.5	11.6
VIP Mid Cap Portfolio Initial Class	4.0	4.2
VIP Value Portfolio Initial Class	9.9	10.0
VIP Value Strategies Portfolio Initial Class	4.2	4.2
	62.5	63.2
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	18.6	18.5
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	3.2	1.8
High Yield Bond Funds
VIP High Income Portfolio Initial Class	8.1	8.8
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	7.6	7.7
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	62.5%
	Developed International Equity Funds	18.6%
	Emerging Markets Equity Funds	3.2%
	High Yield Bond Funds	8.1%
	Investment Grade Bond Funds	7.6%

fid334

Six months ago
	Domestic Equity Funds	63.2%
	Developed International Equity Funds	18.5%
	Emerging Markets Equity Funds	1.8%
	High Yield Bond Funds	8.8%
	Investment Grade Bond Funds	7.7%

fid341

Expected
	Domestic Equity Funds	60.9%
	Developed International Equity Funds	18.9%
	Emerging Markets Equity Funds	3.3%
	High Yield Bond Funds	8.1%
	Investment Grade Bond Funds	8.8%

fid348

Annual Report

Fidelity VIP Freedom 2040 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 62.5%
	Shares		Value
Domestic Equity Funds - 62.5%
VIP Contrafund Portfolio Initial Class	2,228		$ 53,208
VIP Equity-Income Portfolio Initial Class	3,273		62,260
VIP Growth & Income Portfolio Initial Class	4,901		61,898
VIP Growth Portfolio Initial Class	1,672		62,028
VIP Mid Cap Portfolio Initial Class	658		21,506
VIP Value Portfolio Initial Class	4,849		53,344
VIP Value Strategies Portfolio Initial Class	2,314		22,534
TOTAL DOMESTIC EQUITY FUNDS (Cost $227,946)		336,778
International Equity Funds - 21.8%

Developed International Equity Funds - 18.6%
VIP Overseas Portfolio Initial Class	5,981		100,296
Emerging Markets Equity Funds - 3.2%
VIP Emerging Markets Portfolio Initial Class	1,702		16,868
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $86,193)		117,164
Bond Funds - 15.7%
	Shares		Value
High Yield Bond Funds - 8.1%
VIP High Income Portfolio Initial Class	7,826		$ 43,592
Investment Grade Bond Funds - 7.6%
VIP Investment Grade Bond Portfolio Initial Class	3,187		40,894
TOTAL BOND FUNDS (Cost $75,740)		84,486
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $389,879)			538,428
NET OTHER ASSETS (LIABILITIES) - 0.0%			(41)
NET ASSETS - 100%		$ 538,387

Other Information

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

Annual Report

Fidelity VIP Freedom 2040 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $389,879) - See accompanying schedule		$ 538,428
Receivable for investments sold		38
Receivable for fund shares sold		708
Total assets		539,174

Liabilities
Payable for investments purchased	$ 679
Payable for fund shares redeemed	68
Distribution and service plan fees payable	40
Total liabilities		787

Net Assets		$ 538,387
Net Assets consist of:
Paid in capital		$ 390,809
Accumulated undistributed net realized gain (loss) on investments		(971)
Net unrealized appreciation (depreciation) on investments		148,549
Net Assets		$ 538,387

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($278,086 ÷ 19,830 shares)		$ 14.02

Service Class: Net Asset Value, offering price and redemption price per share ($116,488 ÷ 8,306 shares)		$ 14.02

Service Class 2: Net Asset Value, offering price and redemption price per share ($143,813 ÷ 10,258 shares)		$ 14.02

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 9,237

Expenses
Distribution and service plan fees	$ 475
Total expenses		475
Net investment income (loss)		8,762
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	55,794
Capital gain distributions from underlying funds	981
Total net realized gain (loss)		56,775
Change in net unrealized appreciation (depreciation) on underlying funds		37,318
Net gain (loss)		94,093
Net increase (decrease) in net assets resulting from operations		$ 102,855

Statement of Changes in Net Assets

	Year ended December 31, 2010	For the period April 8, 2009 (commencement of operations) to December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 8,762	$ 7,469
Net realized gain (loss)	56,775	4,686
Change in net unrealized appreciation (depreciation)	37,318	111,231
Net increase (decrease) in net assets resulting from operations	102,855	123,386
Distributions to shareholders from net investment income	(8,846)	(7,467)
Distributions to shareholders from net realized gain	(62,347)	(424)
Total distributions	(71,193)	(7,891)
Share transactions - net increase (decrease)	80,183	311,047
Total increase (decrease) in net assets	111,845	426,542

Net Assets
Beginning of period	426,542	-
End of period (including undistributed net investment income of $0 and undistributed net investment income of $2, respectively)	$ 538,387	$ 426,542

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.82	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.20	.26
Net realized and unrealized gain (loss)	2.15	3.83
Total from investment operations	2.35	4.09
Distributions from net investment income	(.28)	(.26)
Distributions from net realized gain	(1.87)	(.01)
Total distributions	(2.15)	(.27) ^H
Net asset value, end of period	$ 14.02	$ 13.82
Total Return ^B,C	17.19%	40.89%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.00%	.00% ^A
Expenses net of fee waivers, if any	.00%	.00% ^A
Expenses net of all reductions	.00%	.00% ^A
Net investment income (loss)	1.46%	2.81% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 278	$ 145
Portfolio turnover rate	194%	5% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

^H Total distributions of $.27 per share is comprised of distributions from net investment income of $.257 and distributions from net realized gain of $.014 per share.

Financial Highlights - Service Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.82	$ 10.00
Income from Investment Operations	��
Net investment income (loss) ^D	.19	.25
Net realized and unrealized gain (loss)	2.14	3.83
Total from investment operations	2.33	4.08
Distributions from net investment income	(.26)	(.25)
Distributions from net realized gain	(1.87)	(.01)
Total distributions	(2.13)	(.26) ^H
Net asset value, end of period	$ 14.02	$ 13.82
Total Return ^B,C	17.05%	40.80%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.10%	.10% ^A
Expenses net of fee waivers, if any	.10%	.10% ^A
Expenses net of all reductions	.10%	.10% ^A
Net investment income (loss)	1.36%	2.71% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 116	$ 141
Portfolio turnover rate	194%	5% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

^H Total distributions of $.26 per share is comprised of distributions from net investment income of $.248 and distributions from net realized gain of $.014 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.82	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.17	.23
Net realized and unrealized gain (loss)	2.14	3.84
Total from investment operations	2.31	4.07
Distributions from net investment income	(.24)	(.23)
Distributions from net realized gain	(1.87)	(.01)
Total distributions	(2.11)	(.25) ^H
Net asset value, end of period	$ 14.02	$ 13.82
Total Return ^B,C	16.92%	40.66%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.25%	.25% ^A
Expenses net of fee waivers, if any	.25%	.25% ^A
Expenses net of all reductions	.25%	.25% ^A
Net investment income (loss)	1.21%	2.56% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 144	$ 141
Portfolio turnover rate	194%	5% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

^H Total distributions of $.25 per share is comprised of distributions from net investment income of $.234 and distributions from net realized gain of $.014 per share.

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

Annual Report

Fidelity VIP Freedom 2045 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	10.1	10.2
VIP Equity-Income Portfolio Initial Class	11.8	11.8
VIP Growth & Income Portfolio Initial Class	11.7	11.8
VIP Growth Portfolio Initial Class	11.8	11.8
VIP Mid Cap Portfolio Initial Class	4.0	4.2
VIP Value Portfolio Initial Class	10.1	10.2
VIP Value Strategies Portfolio Initial Class	4.3	4.2
	63.8	64.2
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	18.9	18.9
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	3.1	1.8
High Yield Bond Funds
VIP High Income Portfolio Initial Class	9.5	10.1
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	4.7	5.0
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	63.8%
	Developed International Equity Funds	18.9%
	Emerging Markets Equity Funds	3.1%
	High Yield Bond Funds	9.5%
	Investment Grade Bond Funds	4.7%

fid355

Six months ago
	Domestic Equity Funds	64.2%
	Developed International Equity Funds	18.9%
	Emerging Markets Equity Funds	1.8%
	High Yield Bond Funds	10.1%
	Investment Grade Bond Funds	5.0%

fid362

Expected
	Domestic Equity Funds	62.3%
	Developed International Equity Funds	19.3%
	Emerging Markets Equity Funds	3.4%
	High Yield Bond Funds	10.0%
	Investment Grade Bond Funds	5.0%

fid369

Annual Report

Fidelity VIP Freedom 2045 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 63.8%
	Shares		Value
Domestic Equity Funds - 63.8%
VIP Contrafund Portfolio Initial Class	1,535		$ 36,657
VIP Equity-Income Portfolio Initial Class	2,255		42,898
VIP Growth & Income Portfolio Initial Class	3,378		42,670
VIP Growth Portfolio Initial Class	1,155		42,822
VIP Mid Cap Portfolio Initial Class	452		14,767
VIP Value Portfolio Initial Class	3,345		36,791
VIP Value Strategies Portfolio Initial Class	1,597		15,553
TOTAL DOMESTIC EQUITY FUNDS (Cost $139,250)		232,158
International Equity Funds - 22.0%

Developed International Equity Funds - 18.9%
VIP Overseas Portfolio Initial Class	4,101		68,778
Emerging Markets Equity Funds - 3.1%
VIP Emerging Markets Portfolio Initial Class	1,155		11,444
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $53,214)		80,222
Bond Funds - 14.2%
	Shares		Value
High Yield Bond Funds - 9.5%
VIP High Income Portfolio Initial Class	6,185		$ 34,453
Investment Grade Bond Funds - 4.7%
VIP Investment Grade Bond Portfolio Initial Class	1,329		17,049
TOTAL BOND FUNDS (Cost $42,014)		51,502
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $234,478)			363,882
NET OTHER ASSETS (LIABILITIES) - 0.0%			(34)
NET ASSETS - 100%		$ 363,848

Other Information

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

Annual Report

Fidelity VIP Freedom 2045 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $234,478) - See accompanying schedule		$ 363,882
Receivable for investments sold		19
Total assets		363,901

Liabilities
Payable for fund shares redeemed	$ 16
Distribution and service plan fees payable	37
Total liabilities		53

Net Assets		$ 363,848
Net Assets consist of:
Paid in capital		$ 226,825
Accumulated undistributed net realized gain (loss) on investments		7,619
Net unrealized appreciation (depreciation) on investments		129,404
Net Assets		$ 363,848

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($120,735 ÷ 8,261.4 shares)		$ 14.61

Service Class: Net Asset Value, offering price and redemption price per share ($117,015 ÷ 8,006.7 shares)		$ 14.61

Service Class 2: Net Asset Value, offering price and redemption price per share ($126,098 ÷ 8,630.0 shares)		$ 14.61

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

Annual Report

Fidelity VIP Freedom 2045 Portfolio

Financial Statements - continued

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 6,616

Expenses
Distribution and service plan fees	$ 465
Total expenses		465
Net investment income (loss)		6,151
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	34,301
Capital gain distributions from underlying funds	604
Total net realized gain (loss)		34,905
Change in net unrealized appreciation (depreciation) on underlying funds		16,858
Net gain (loss)		51,763
Net increase (decrease) in net assets resulting from operations		$ 57,914

Statement of Changes in Net Assets

	Year ended December 31, 2010	For the period April 8, 2009 (commencement of operations) to December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 6,151	$ 7,535
Net realized gain (loss)	34,905	4,335
Change in net unrealized appreciation (depreciation)	16,858	112,546
Net increase (decrease) in net assets resulting from operations	57,914	124,416
Distributions to shareholders from net investment income	(6,187)	(7,534)
Distributions to shareholders from net realized gain	(31,255)	(333)
Total distributions	(37,442)	(7,867)
Share transactions - net increase (decrease)	(84,084)	310,911
Total increase (decrease) in net assets	(63,612)	427,460

Net Assets
Beginning of period	427,460	-
End of period	$ 363,848	$ 427,460

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.86	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.24	.26
Net realized and unrealized gain (loss)	2.14	3.87
Total from investment operations	2.38	4.13
Distributions from net investment income	(.29)	(.26)
Distributions from net realized gain	(1.34)	(.01)
Total distributions	(1.63)	(.27)
Net asset value, end of period	$ 14.61	$ 13.86
Total Return ^B,C	17.37%	41.28%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.00%	.00% ^A
Expenses net of fee waivers, if any	.00%	.00%^A
Expenses net of all reductions	.00%	.00%^A
Net investment income (loss)	1.65%	2.83%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 121	$ 145
Portfolio turnover rate	17%	5%^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

Financial Highlights - Service Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.86	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.22	.25
Net realized and unrealized gain (loss)	2.14	3.87
Total from investment operations	2.36	4.12
Distributions from net investment income	(.28)	(.25)
Distributions from net realized gain	(1.34)	(.01)
Total distributions	(1.61) ^H	(.26)
Net asset value, end of period	$ 14.61	$ 13.86
Total Return ^B,C	17.23%	41.19%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.10%	.10%^A
Expenses net of fee waivers, if any	.10%	.10%^A
Expenses net of all reductions	.10%	.10%^A
Net investment income (loss)	1.55%	2.73%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 117	$ 141
Portfolio turnover rate	17%	5%^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

^H Total distributions of $1.61 per share is comprised of distributions from net investment income of $.276 and distributions from net realized gain of $1.335 per share.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 13.85	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.20	.24
Net realized and unrealized gain (loss)	2.15	3.86
Total from investment operations	2.35	4.10
Distributions from net investment income	(.25)	(.24)
Distributions from net realized gain	(1.34)	(.01)
Total distributions	(1.59)	(.25)
Net asset value, end of period	$ 14.61	$ 13.85
Total Return ^B,C	17.15%	40.96%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.25%	.25%^A
Expenses net of fee waivers, if any	.25%	.25%^A
Expenses net of all reductions	.25%	.25%^A
Net investment income (loss)	1.40%	2.58%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 126	$ 141
Portfolio turnover rate	17%	5%^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

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

Annual Report

Fidelity VIP Freedom 2050 Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Initial Class	10.5	10.6
VIP Equity-Income Portfolio Initial Class	12.3	12.3
VIP Growth & Income Portfolio Initial Class	12.3	12.3
VIP Growth Portfolio Initial Class	12.3	12.3
VIP Mid Cap Portfolio Initial Class	4.2	4.4
VIP Value Portfolio Initial Class	10.6	10.6
VIP Value Strategies Portfolio Initial Class	4.5	4.4
	66.7	66.9
Developed International Equity Funds
VIP Overseas Portfolio Initial Class	19.8	20.5
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Initial Class	3.3	2.0
High Yield Bond Funds
VIP High Income Portfolio Initial Class	9.5	10.1
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Initial Class	0.7	0.5
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%.

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	66.7%
	Developed International Equity Funds	19.8%
	Emerging Markets Equity Funds	3.3%
	High Yield Bond Funds	9.5%
	Investment Grade Bond Funds	0.7%

fid376

Six months ago
	Domestic Equity Funds	66.9%
	Developed International Equity Funds	20.5%
	Emerging Markets Equity Funds	2.0%
	High Yield Bond Funds	10.1%
	Investment Grade Bond Funds	0.5%

fid383

Expected
	Domestic Equity Funds	65.0%
	Developed International Equity Funds	20.1%
	Emerging Markets Equity Funds	3.6%
	High Yield Bond Funds	10.0%
	Investment Grade Bond Funds	1.3%

fid390

Annual Report

Fidelity VIP Freedom 2050 Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 66.7%
	Shares		Value
Domestic Equity Funds - 66.7%
VIP Contrafund Portfolio Initial Class	4,083		$ 97,503
VIP Equity-Income Portfolio Initial Class	5,998		114,088
VIP Growth & Income Portfolio Initial Class	8,986		113,492
VIP Growth Portfolio Initial Class	3,068		113,801
VIP Mid Cap Portfolio Initial Class	1,202		39,277
VIP Value Portfolio Initial Class	8,895		97,848
VIP Value Strategies Portfolio Initial Class	4,246		41,358
TOTAL DOMESTIC EQUITY FUNDS (Cost $456,155)		617,367
International Equity Funds - 23.1%

Developed International Equity Funds - 19.8%
VIP Overseas Portfolio Initial Class	10,953		183,675
Emerging Markets Equity Funds - 3.3%
VIP Emerging Markets Portfolio Initial Class	3,085		30,570
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $166,152)		214,245
Bond Funds - 10.2%
	Shares		Value
High Yield Bond Funds - 9.5%
VIP High Income Portfolio Initial Class	15,710		$ 87,503
Investment Grade Bond Funds - 0.7%
VIP Investment Grade Bond Portfolio Initial Class	536		6,883
TOTAL BOND FUNDS (Cost $87,408)		94,386
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $709,715)			925,998
NET OTHER ASSETS (LIABILITIES) - 0.0%			(38)
NET ASSETS - 100%		$ 925,960

Other Information

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

Annual Report

Fidelity VIP Freedom 2050 Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $709,715) - See accompanying schedule		$ 925,998
Cash		1
Receivable for investments sold		22
Receivable for fund shares sold		569
Total assets		926,590

Liabilities
Payable for investments purchased	$ 562
Payable for fund shares redeemed	28
Distribution and service plan fees payable	40
Total liabilities		630

Net Assets		$ 925,960
Net Assets consist of:
Paid in capital		$ 704,798
Accumulated undistributed net realized gain (loss) on investments		4,879
Net unrealized appreciation (depreciation) on investments		216,283
Net Assets		$ 925,960

Statement of Assets and Liabilities - continued

	December 31, 2010

Initial Class: Net Asset Value, offering price and redemption price per share ($665,654 ÷ 42,082 shares)		$ 15.82

Service Class: Net Asset Value, offering price and redemption price per share ($118,379 ÷ 7,483 shares)		$ 15.82

Service Class 2: Net Asset Value, offering price and redemption price per share ($141,927 ÷ 8,975 shares)		$ 15.81

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 15,636

Expenses
Distribution and service plan fees	$ 489
Total expenses		489
Net investment income (loss)		15,147
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	21,086
Capital gain distributions from underlying funds	1,041
Total net realized gain (loss)		22,127
Change in net unrealized appreciation (depreciation) on underlying funds		95,990
Net gain (loss)		118,117
Net increase (decrease) in net assets resulting from operations		$ 133,264

Statement of Changes in Net Assets

	Year ended December 31, 2010	For the period April 8, 2009 (commencement of operations) to December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 15,147	$ 7,526
Net realized gain (loss)	22,127	2,166
Change in net unrealized appreciation (depreciation)	95,990	120,293
Net increase (decrease) in net assets resulting from operations	133,264	129,985
Distributions to shareholders from net investment income	(15,204)	(7,532)
Distributions to shareholders from net realized gain	(18,973)	(378)
Total distributions	(34,177)	(7,910)
Share transactions - net increase (decrease)	378,806	325,992
Total increase (decrease) in net assets	477,893	448,067

Net Assets
Beginning of period	448,067	-
End of period	$ 925,960	$ 448,067

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

Annual Report

Financial Highlights - Initial Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 14.01	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.39	.26
Net realized and unrealized gain (loss)	2.06	4.01
Total from investment operations	2.45	4.27
Distributions from net investment income	(.28)	(.25)
Distributions from net realized gain	(.36)	(.01)
Total distributions	(.64)	(.26)
Net asset value, end of period	$ 15.82	$ 14.01
Total Return ^B,C	17.58%	42.70%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.00%	.00% ^A
Expenses net of fee waivers, if any	.00%	.00% ^A
Expenses net of all reductions	.00%	.00% ^A
Net investment income (loss)	2.64%	2.76% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 666	$ 159
Portfolio turnover rate	50%	4% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

Financial Highlights - Service Class

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 14.00	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.37	.25
Net realized and unrealized gain (loss)	2.07	4.00
Total from investment operations	2.44	4.25
Distributions from net investment income	(.26)	(.24)
Distributions from net realized gain	(.36)	(.01)
Total distributions	(.62)	(.25)
Net asset value, end of period	$ 15.82	$ 14.00
Total Return ^B,C	17.53%	42.51%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.10%	.10% ^A
Expenses net of fee waivers, if any	.10%	.10% ^A
Expenses net of all reductions	.10%	.10% ^A
Net investment income (loss)	2.54%	2.66% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 118	$ 143
Portfolio turnover rate	50%	4% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

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

Annual Report

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009 ^F
Selected Per-Share Data
Net asset value, beginning of period	$ 14.00	$ 10.00
Income from Investment Operations
Net investment income (loss) ^D	.35	.23
Net realized and unrealized gain (loss)	2.06	4.01
Total from investment operations	2.41	4.24
Distributions from net investment income	(.24)	(.23)
Distributions from net realized gain	(.36)	(.01)
Total distributions	(.60)	(.24)
Net asset value, end of period	$ 15.81	$ 14.00
Total Return ^B,C	17.30%	42.37%
Ratios to Average Net Assets ^E,G
Expenses before reductions	.25%	.25% ^A
Expenses net of fee waivers, if any	.25%	.25% ^A
Expenses net of all reductions	.25%	.25% ^A
Net investment income (loss)	2.39%	2.51% ^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 142	$ 147
Portfolio turnover rate	50%	4% ^A

^A Annualized

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

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

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

^E Amounts do not include the activity of the underlying funds.

^F For the period April 8, 2009 (commencement of operations) to December 31, 2009.

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2010

1. Organization.

VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, VIP Freedom 2030 Portfolio, VIP Freedom 2035 Portfolio, VIP Freedom 2040 Portfolio, VIP Freedom 2045 Portfolio and VIP Freedom 2050 Portfolio (the Funds) are funds of Variable Insurance Products Fund V. Variable Insurance Products Fund V (the Trust) (referred to in this report as Fidelity Variable Insurance Products) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. The Funds invest primarily in a combination of other VIP equity, bond, and short-term funds (the Underlying Funds) managed by Fidelity Management & Research Company (FMR). Shares of each Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts. Each Fund offers three classes of shares: Initial Class shares, Service Class shares and Service Class 2 shares. All classes have equal rights and voting privileges, except for matters affecting a single class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to distribution and service plan fees incurred. Certain expense reductions may also differ by class.

2. Significant Accounting Policies.

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Each Fund categorizes the inputs to valuation techniques used to value their 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 each Fund's investments by major category are as follows. Investments in the Underlying Funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

Expenses. 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. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year each Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of December 31, 2010, each Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Annual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, 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 for each Fund:

	Tax cost	Gross unrealized appreciation	Gross unrealized depreciation	Net unrealized appreciation (depreciation)
VIP Freedom Income	$ 18,736,759	$ 466,611	$ (572,491)	$ (105,880)
VIP Freedom 2005	6,506,099	120,006	(557,977)	(437,971)
VIP Freedom 2010	166,214,935	6,374,288	(12,764,742)	(6,390,454)
VIP Freedom 2015	98,863,989	6,630,191	(7,112,936)	(482,745)
VIP Freedom 2020	387,924,562	29,283,738	(28,323,223)	960,515
VIP Freedom 2025	42,344,598	2,503,673	(3,244,684)	(741,011)
VIP Freedom 2030	105,845,618	6,599,242	(10,804,938)	(4,205,696)
VIP Freedom 2035	311,498	137,054	(906)	136,148
VIP Freedom 2040	390,850	148,924	(1,346)	147,578
VIP Freedom 2045	234,635	129,278	(31)	129,247
VIP Freedom 2050	710,138	217,738	(1,878)	215,860

The tax-based components of distributable earnings as of period end were as follows for each Fund:

	Undistributed ordinary income	Undistributed long-term capital gain	Capital loss carryforward	Net unrealized appreciation (depreciation)
VIP Freedom Income	$ -	$ -	$ -	$ (105,880)
VIP Freedom 2005	-	-	(86,373)	(437,971)
VIP Freedom 2010	31,273	13,572	-	(6,390,454)
VIP Freedom 2015	-	-	-	(482,745)
VIP Freedom 2020	-	-	-	960,515
VIP Freedom 2025	-	-	-	(741,011)
VIP Freedom 2030	-	-	-	(4,205,696)
VIP Freedom 2035	543	426	-	136,148
VIP Freedom 2040	-	-	-	147,578
VIP Freedom 2045	-	7,776	-	129,247
VIP Freedom 2050	5,302	-	-	215,860

The tax character of distributions paid was as follows:

December 31, 2010	Ordinary Income	Long-term Capital Gains	Total
VIP Freedom Income	$ 513,223	$ 292,617	$ 805,840
VIP Freedom 2005	198,157	-	198,157
VIP Freedom 2010	4,963,086	776,484	5,739,570
VIP Freedom 2015	2,892,227	134,344	3,026,571
VIP Freedom 2020	9,854,211	179,638	10,033,849
VIP Freedom 2025	1,001,759	15,521	1,017,280
VIP Freedom 2030	2,346,989	97,450	2,444,439
VIP Freedom 2035	15,387	21,394	36,781
VIP Freedom 2040	54,058	17,135	71,193
VIP Freedom 2045	13,928	23,514	37,442
VIP Freedom 2050	23,223	10,954	34,177

Annual Report

Notes to Financial Statements - continued

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows: - continued

December 31, 2009	Ordinary Income	Long-term Capital Gains	Total
VIP Freedom Income	$ 841,096	$ 62,263	$ 903,359
VIP Freedom 2005	389,568	68,749	458,317
VIP Freedom 2010	5,351,488	-	5,351,488
VIP Freedom 2015	3,277,116	270,425	3,547,541
VIP Freedom 2020	8,702,259	799,268	9,501,527
VIP Freedom 2025	846,284	96,365	942,649
VIP Freedom 2030	2,089,890	18,672	2,108,562
VIP Freedom 2035	7,799	-	7,799
VIP Freedom 2040	7,891	-	7,891
VIP Freedom 2045	7,867	-	7,867
VIP Freedom 2050	7,910	-	7,910

3. Operating Policies.

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

4. Purchases and Sales of Investments.

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

	Purchases ($)	Redemptions ($)
VIP Freedom Income	7,430,371	9,320,921
VIP Freedom 2005	2,618,467	4,262,782
VIP Freedom 2010	57,697,694	39,513,724
VIP Freedom 2015	34,781,421	26,327,790
VIP Freedom 2020	164,050,377	64,623,224
VIP Freedom 2025	21,258,138	6,990,326
VIP Freedom 2030	37,027,707	21,150,383
VIP Freedom 2035	156,686	188,388
VIP Freedom 2040	1,140,713	1,121,950
VIP Freedom 2045	65,811	180,567
VIP Freedom 2050	652,671	291,818

5. Fees and Other Transactions with Affiliates.

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

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

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

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

For the period, total fees, all of which were reallowed to insurance companies for the distribution of shares and providing shareholder support services were as follows:

	Service Class	Service Class 2	Total
VIP Freedom Income	$ 203	$ 17,226	$ 17,429
VIP Freedom 2005	152	377	529
VIP Freedom 2010	19,617	242,907	262,524
VIP Freedom 2015	2,102	121,129	123,231
VIP Freedom 2020	29,332	589,672	619,004
VIP Freedom 2025	1,025	29,160	30,185
VIP Freedom 2030	18,625	101,102	119,727
VIP Freedom 2035	131	366	497
VIP Freedom 2040	132	343	475
VIP Freedom 2045	131	334	465
VIP Freedom 2050	133	356	489

6. Expense Reductions.

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

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

	Expense Limitations	Reimbursement from adviser
VIP Freedom Income
Initial Class	-%	$ 40
Service Class	.10%	-
Service Class 2	.25%	25
VIP Freedom 2005
Initial Class	-%	23
Service Class	.10%	-
Service Class 2	.25%	-
VIP Freedom 2010
Initial Class	-%	74
Service Class	.10%	69
Service Class 2	.25%	340
VIP Freedom 2015
Initial Class	-%	131
Service Class	.10%	7
Service Class 2	.25%	170
VIP Freedom 2020
Initial Class	-%	142
Service Class	.10%	101
Service Class 2	.25%	810
VIP Freedom 2025
Initial Class	-%	53
Service Class	.10%	3
Service Class 2	.25%	40
VIP Freedom 2030
Initial Class	-%	86
Service Class	.10%	65
Service Class 2	.25%	140

Annual Report

Notes to Financial Statements - continued

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended December 31,	2010	2009
VIP Freedom Income
From net investment income
Initial Class	$ 210,386	$ 418,571
Service Class	3,035	5,244
Service Class 2	115,815	228,173
Total	$ 329,236	$ 651,988
From net realized gain
Initial Class	$ 290,719	$ 158,860
Service Class	4,582	3,186
Service Class 2	181,303	89,325
Total	$ 476,604	$ 251,371
VIP Freedom 2005
From net investment income
Initial Class	$ 112,320	$ 246,999
Service Class	3,344	6,010
Service Class 2	2,691	6,092
Total	$ 118,355	$ 259,101
From net realized gain
Initial Class	$ 76,130	$ 185,049
Service Class	2,040	6,807
Service Class 2	1,632	7,360
Total	$ 79,802	$ 199,216
VIP Freedom 2010
From net investment income
Initial Class	$ 463,722	$ 775,255
Service Class	377,308	682,497
Service Class 2	2,186,962	3,022,186
Total	$ 3,027,992	$ 4,479,938
From net realized gain
Initial Class	$ 398,603	$ 154,282
Service Class	350,127	143,134
Service Class 2	1,962,848	574,134
Total	$ 2,711,578	$ 871,550
VIP Freedom 2015
From net investment income
Initial Class	$ 813,676	$ 1,243,073
Service Class	54,230	49,152
Service Class 2	1,039,969	1,351,309
Total	$ 1,907,875	$ 2,643,534
From net realized gain
Initial Class	$ 461,272	$ 432,114
Service Class	28,463	15,773
Service Class 2	628,961	456,120
Total	$ 1,118,696	$ 904,007
VIP Freedom 2020
From net investment income
Initial Class	$ 930,464	$ 1,130,083
Service Class	654,671	761,045
Service Class 2	5,829,063	5,213,654
Total	$ 7,414,198	$ 7,104,782
From net realized gain
Initial Class	$ 331,668	$ 386,129
Service Class	235,505	272,235
Service Class 2	2,052,478	1,738,381
Total	$ 2,619,651	$ 2,396,745

Annual Report

7. Distributions to Shareholders - continued

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

Years ended December 31,	2010	2009
VIP Freedom 2025
From net investment income
Initial Class	$ 346,092	$ 440,844
Service Class	27,402	19,456
Service Class 2	426,018	231,655
Total	$ 799,512	$ 691,955
From net realized gain
Initial Class	$ 98,389	$ 169,810
Service Class	7,360	7,444
Service Class 2	112,019	73,440
Total	$ 217,768	$ 250,694
VIP Freedom 2030
From net investment income
Initial Class	$ 539,256	$ 468,196
Service Class	411,502	303,407
Service Class 2	824,730	617,415
Total	$ 1,775,488	$ 1,389,018
From net realized gain
Initial Class	$ 194,726	$ 259,161
Service Class	151,508	164,844
Service Class 2	322,717	295,539
Total	$ 668,951	$ 719,544
VIP Freedom 2035^A
From net investment income
Initial Class	$ 2,136	$ 2,596
Service Class	1,918	2,430
Service Class 2	3,394	2,346
Total	$ 7,448	$ 7,372
From net realized gain
Initial Class	$ 8,162	$ 144
Service Class	7,842	140
Service Class 2	13,329	143
Total	$ 29,333	$ 427
VIP Freedom 2040^A
From net investment income
Initial Class	$ 4,811	$ 2,647
Service Class	1,884	2,480
Service Class 2	2,151	2,340
Total	$ 8,846	$ 7,467
From net realized gain
Initial Class	$ 31,376	$ 144
Service Class	13,997	140
Service Class 2	16,974	140
Total	$ 62,347	$ 424
VIP Freedom 2045^A
From net investment income
Initial Class	$ 2,203	$ 2,664
Service Class	2,006	2,500
Service Class 2	1,978	2,370
Total	$ 6,187	$ 7,534
From net realized gain
Initial Class	$ 10,391	$ 113
Service Class	10,084	110
Service Class 2	10,780	110
Total	$ 31,255	$ 333

Annual Report

Notes to Financial Statements - continued

7. Distributions to Shareholders - continued

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

Years ended December 31,	2010	2009
VIP Freedom 2050^A
From net investment income
Initial Class	$ 11,275	$ 2,785
Service Class	1,872	2,410
Service Class 2	2,057	2,337
Total	$ 15,204	$ 7,532
From net realized gain
Initial Class	$ 12,930	$ 134
Service Class	2,793	120
Service Class 2	3,250	124
Total	$ 18,973	$ 378

^A For the period April 8, 2009 (commencement of operations) to December 31, 2009.

8. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended December 31,	2010	2009	2010	2009
VIP Freedom Income
Initial Class
Shares sold	258,557	462,871	$ 2,671,849	$ 4,540,087
Reinvestment of distributions	48,930	58,723	501,105	577,431
Shares redeemed	(488,726)	(235,490)	(5,003,766)	(2,259,914)
Net increase (decrease)	(181,239)	286,104	$ (1,830,812)	$ 2,857,604
Service Class
Shares sold	14,564	-	$ 146,987	$ -
Reinvestment of distributions	743	870	7,617	8,430
Shares redeemed	(14,887)	(12,809)	(152,852)	(122,754)
Net increase (decrease)	420	(11,939)	$ 1,752	$ (114,324)
Service Class 2
Shares sold	357,073	370,977	$ 3,636,152	$ 3,515,784
Reinvestment of distributions	29,093	32,349	297,118	317,497
Shares redeemed	(349,472)	(256,214)	(3,569,125)	(2,438,407)
Net increase (decrease)	36,694	147,112	$ 364,145	$ 1,394,874
VIP Freedom 2005
Initial Class
Shares sold	134,064	290,653	$ 1,286,624	$ 2,449,103
Reinvestment of distributions	19,288	49,902	188,450	432,048
Shares redeemed	(315,687)	(345,358)	(3,018,853)	(2,882,842)
Net increase (decrease)	(162,335)	(4,803)	$ (1,543,779)	$ (1,691)
Service Class
Shares sold	6,760	2,046	$ 68,354	$ 16,221
Reinvestment of distributions	549	1,524	5,384	12,817
Shares redeemed	(7,984)	(15,887)	(77,087)	(137,264)
Net increase (decrease)	(675)	(12,317)	$ (3,349)	$ (108,226)
Service Class 2
Shares sold	9,995	5,431	$ 93,487	$ 49,354
Reinvestment of distributions	440	1,603	4,323	13,452
Shares redeemed	(14,517)	(20,647)	(139,052)	(180,064)
Net increase (decrease)	(4,082)	(13,613)	$ (41,242)	$ (117,258)

Annual Report

8. Share Transactions - continued

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

	Shares		Dollars
Years ended December 31,	2010	2009	2010	2009
VIP Freedom 2010
Initial Class
Shares sold	436,778	414,253	$ 4,483,599	$ 3,587,514
Reinvestment of distributions	82,723	98,751	862,325	929,536
Shares redeemed	(559,697)	(1,376,013)	(5,705,979)	(11,582,032)
Net increase (decrease)	(40,196)	(863,009)	$ (360,055)	$ (7,064,982)
Service Class
Shares sold	560,883	652,734	$ 5,683,418	$ 5,604,015
Reinvestment of distributions	69,957	87,885	727,435	825,631
Shares redeemed	(783,131)	(853,771)	(8,010,814)	(7,408,613)
Net increase (decrease)	(152,291)	(113,152)	$ (1,599,961)	$ (978,967)
Service Class 2
Shares sold	3,191,303	2,238,155	$ 32,493,399	$ 20,056,230
Reinvestment of distributions	398,872	382,353	4,149,810	3,596,320
Shares redeemed	(1,434,821)	(1,691,306)	(14,472,689)	(14,628,341)
Net increase (decrease)	2,155,354	929,202	$ 22,170,520	$ 9,024,209
VIP Freedom 2015
Initial Class
Shares sold	670,873	1,338,816	$ 6,860,434	$ 11,871,466
Reinvestment of distributions	120,777	177,040	1,274,948	1,675,187
Shares redeemed	(909,179)	(874,628)	(9,208,564)	(7,788,149)
Net increase (decrease)	(117,529)	641,228	$ (1,073,182)	$ 5,758,504
Service Class
Shares sold	156,503	186,764	$ 1,583,510	$ 1,594,834
Reinvestment of distributions	7,803	6,818	82,693	64,924
Shares redeemed	(65,542)	(151,939)	(664,170)	(1,277,662)
Net increase (decrease)	98,764	41,643	$ 1,002,033	$ 382,096
Service Class 2
Shares sold	1,421,812	1,825,483	$ 14,400,184	$ 16,491,260
Reinvestment of distributions	158,545	190,952	1,668,930	1,807,428
Shares redeemed	(678,716)	(817,202)	(6,837,448)	(7,121,468)
Net increase (decrease)	901,641	1,199,233	$ 9,231,666	$ 11,177,220
VIP Freedom 2020
Initial Class
Shares sold	920,774	1,419,778	$ 9,150,944	$ 12,010,755
Reinvestment of distributions	120,936	166,674	1,262,132	1,516,212
Shares redeemed	(799,922)	(1,850,345)	(7,947,958)	(14,702,993)
Net increase (decrease)	241,788	(263,893)	$ 2,465,118	$ (1,176,026)
Service Class
Shares sold	1,051,011	1,026,253	$ 10,406,571	$ 8,455,394
Reinvestment of distributions	85,322	114,098	890,176	1,033,280
Shares redeemed	(722,926)	(790,200)	(7,208,777)	(6,544,951)
Net increase (decrease)	413,407	350,151	$ 4,087,970	$ 2,943,723
Service Class 2
Shares sold	10,438,161	7,102,672	$ 103,574,788	$ 61,675,414
Reinvestment of distributions	756,007	762,886	7,881,541	6,952,035
Shares redeemed	(1,785,393)	(1,718,729)	(17,423,750)	(14,671,947)
Net increase (decrease)	9,408,775	6,146,829	$ 94,032,579	$ 53,955,502

Annual Report

Notes to Financial Statements - continued

8. Share Transactions - continued

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

	Shares		Dollars
Years ended December 31,	2010	2009	2010	2009
VIP Freedom 2025
Initial Class
Shares sold	210,663	327,202	$ 2,056,243	$ 2,758,614
Reinvestment of distributions	42,774	70,858	444,481	610,654
Shares redeemed	(197,611)	(267,455)	(1,893,385)	(2,131,038)
Net increase (decrease)	55,826	130,605	$ 607,339	$ 1,238,230
Service Class
Shares sold	96,750	51,579	$ 938,977	$ 416,959
Reinvestment of distributions	3,336	3,116	34,762	26,900
Shares redeemed	(36,867)	(35,412)	(368,024)	(288,761)
Net increase (decrease)	63,219	19,283	$ 605,715	$ 155,098
Service Class 2
Shares sold	1,456,760	764,019	$ 14,706,194	$ 6,727,650
Reinvestment of distributions	51,796	34,775	538,037	305,096
Shares redeemed	(218,947)	(399,076)	(2,103,016)	(3,567,260)
Net increase (decrease)	1,289,609	399,718	$ 13,141,215	$ 3,465,486
VIP Freedom 2030
Initial Class
Shares sold	775,263	980,714	$ 7,430,999	$ 7,765,974
Reinvestment of distributions	73,020	93,578	733,982	727,357
Shares redeemed	(656,437)	(1,185,290)	(6,157,596)	(8,386,523)
Net increase (decrease)	191,846	(110,998)	$ 2,007,385	$ 106,808
Service Class
Shares sold	826,988	620,610	$ 7,926,058	$ 4,751,421
Reinvestment of distributions	56,031	60,175	563,009	468,251
Shares redeemed	(406,449)	(336,231)	(3,785,635)	(2,580,003)
Net increase (decrease)	476,570	344,554	$ 4,703,432	$ 2,639,669
Service Class 2
Shares sold	1,644,957	1,650,447	$ 15,476,635	$ 13,384,707
Reinvestment of distributions	114,453	116,202	1,147,447	912,954
Shares redeemed	(754,936)	(612,226)	(7,067,727)	(4,784,642)
Net increase (decrease)	1,004,474	1,154,423	$ 9,556,355	$ 9,513,019
VIP Freedom 2035^A
Initial Class
Shares sold	169	10,303	$ 2,393	$ 103,286
Reinvestment of distributions	710	198	10,298	2,739
Shares redeemed	(3,191)	(4)	(45,336)	(54)
Net increase (decrease)	(2,312)	10,497	$ (32,645)	$ 105,971
Service Class
Shares sold	-	10,001	$ -	$ 100,010
Reinvestment of distributions	673	186	9,760	2,570
Shares redeemed	(3,018)	-	(42,843)	-
Net increase (decrease)	(2,345)	10,187	$ (33,083)	$ 102,580
Service Class 2
Shares sold	6,219	10,201	$ 94,194	$ 102,785
Reinvestment of distributions	1,147	180	16,723	2,489
Shares redeemed	(3,391)	-	(48,539)	(4)
Net increase (decrease)	3,975	10,381	$ 62,378	$ 105,270

Annual Report

8. Share Transactions - continued

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

	Shares		Dollars
Years ended December 31,	2010	2009	2010	2009
VIP Freedom 2040^A
Initial Class
Shares sold	70,337	10,356	$ 989,272	$ 103,923
Reinvestment of distributions	2,586	200	36,187	2,790
Shares redeemed	(63,590)	(59)	(920,096)	(786)
Net increase (decrease)	9,333	10,497	$ 105,363	$ 105,927
Service Class
Shares sold	-	10,001	$ -	$ 100,010
Reinvestment of distributions	1,138	188	15,881	2,620
Shares redeemed	(3,021)	-	(43,092)	-
Net increase (decrease)	(1,883)	10,189	$ (27,211)	$ 102,630
Service Class 2
Shares sold	1,870	10,001	$ 28,133	$ 100,010
Reinvestment of distributions	1,370	178	19,125	2,480
Shares redeemed	(3,161)	-	(45,227)	-
Net increase (decrease)	79	10,179	$ 2,031	$ 102,490
VIP Freedom 2045^A
Initial Class
Shares sold	38	10,285	$ 576	$ 103,051
Reinvestment of distributions	872	199	12,594	2,776
Shares redeemed	(3,131)	(2)	(44,833)	(26)
Net increase (decrease)	(2,221)	10,482	$ (31,663)	$ 105,801
Service Class
Shares sold	-	10,001	$ -	$ 100,010
Reinvestment of distributions	837	187	12,090	2,610
Shares redeemed	(3,018)	-	(43,180)	-
Net increase (decrease)	(2,181)	10,188	$ (31,090)	$ 102,620
Service Class 2
Shares sold	617	10,001	$ 9,521	$ 100,010
Reinvestment of distributions	883	178	12,757	2,480
Shares redeemed	(3,049)	-	(43,609)	-
Net increase (decrease)	(1,549)	10,179	$ (21,331)	$ 102,490
VIP Freedom 2050^A
Initial Class
Shares sold	38,491	11,146	$ 556,062	$ 114,029
Reinvestment of distributions	1,539	207	24,205	2,918
Shares redeemed	(9,291)	(10)	(141,310)	(130)
Net increase (decrease)	30,739	11,343	$ 438,957	$ 116,817
Service Class
Shares sold	-	10,001	$ -	$ 100,010
Reinvestment of distributions	302	179	4,665	2,530
Shares redeemed	(2,999)	-	(43,436)	-
Net increase (decrease)	(2,697)	10,180	$ (38,771)	$ 102,540
Service Class 2
Shares sold	1,782	10,297	$ 26,095	$ 104,181
Reinvestment of distributions	343	174	5,307	2,461
Shares redeemed	(3,620)	(1)	(52,782)	(7)
Net increase (decrease)	(1,495)	10,470	$ (21,380)	$ 106,635

^A For the period April 8, 2009 (commencement of operations) to December 31, 2009.

Annual Report

Notes to Financial Statements - continued

9. Other.

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

The Funds do not invest in the Underlying Funds for the purpose of exercising management or control; however, investments by the Funds within their principal investment strategies may represent a significant portion of the Underlying Fund's net assets. At the end of the period, VIP Freedom 2020 was the owner of record of approximately 19% of the total outstanding shares of VIP Value Portfolio.

The Funds, in aggregate, were the owners of record of approximately 38% of the total outstanding shares of VIP Value Portfolio.

In addition, at the end of the period, FMR or its affiliates and certain otherwise unaffiliated shareholders each were owners of record of more than 10% of the outstanding shares of the following funds:

	Affiliated %	Number of Unaffiliated Shareholders	Unaffiliated Shareholders %
VIP Freedom Income	57%	1	19%
VIP Freedom 2005	94%	-	-
VIP Freedom 2010	12%	1	69%
VIP Freedom 2015	34%	1	39%
VIP Freedom 2020	-	2	79%
VIP Freedom 2025	34%	2	45%
VIP Freedom 2030	15%	2	57%
VIP Freedom 2035	76%	1	21%
VIP Freedom 2040	43%	3	49%
VIP Freedom 2045	96%	-	-
VIP Freedom 2050	28%	2	66%

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products V and the Shareholders of VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, VIP Freedom 2030 Portfolio, VIP Freedom 2035 Portfolio, VIP Freedom 2040 Portfolio, VIP Freedom 2045 Portfolio and VIP Freedom 2050 Portfolio:

We have audited the accompanying statements of assets and liabilities of VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, VIP Freedom 2030 Portfolio, VIP Freedom 2035 Portfolio, VIP Freedom 2040 Portfolio, VIP Freedom 2045 Portfolio and VIP Freedom 2050 Portfolio (the Funds), each a fund of Variable Insurance Products V Trust, including the schedules of investments, as of December 31, 2010, and the related statements of operations for the year then ended, and the statements of changes in net assets and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2010, by correspondence with the transfer agent. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Freedom Income Portfolio, VIP Freedom 2005 Portfolio, VIP Freedom 2010 Portfolio, VIP Freedom 2015 Portfolio, VIP Freedom 2020 Portfolio, VIP Freedom 2025 Portfolio, VIP Freedom 2030 Portfolio, VIP Freedom 2035 Portfolio, VIP Freedom 2040 Portfolio, VIP Freedom 2045 Portfolio and VIP Freedom 2050 Portfolio as of December 31, 2010, the results of their operations for the year then ended, and the changes in their net assets and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 22, 2011

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each VIP Freedom Fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each VIP Freedom Fund's activities, review contractual arrangements with companies that provide services to each VIP Freedom Fund, oversee management of the risks associated with such activities and contractual arrangements, and review each VIP Freedom Fund's performance. If the interests of a VIP Freedom Fund and an underlying Fidelity fund were to diverge, a conflict of interest could arise and affect how the Trustees fulfill their fiduciary duties to the affected funds. Strategic Advisers has structured the VIP Freedom Funds to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers and the Trustees would take reasonable steps to minimize and, if possible, eliminate the conflict. Except for James C. Curvey, each of the Trustees oversees 189 funds advised by FMR or an affiliate. Mr. Curvey oversees 408 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Funds' Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing each fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the funds, is provided below.

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the funds. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Kenneth L. Wolfe serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Annual Report

Trustees and Officers - continued

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Abigail P. Johnson (49)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.
James C. Curvey (75)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Albert R. Gamper, Jr. (68)
	Year of Election or Appointment: 2007 Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). He also served as President and Chief Executive Officer of Tyco Capital Corporation (2001-2002). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Robert F. Gartland (59)
	Year of Election or Appointment: 2010 Mr. Gartland is a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-present) and is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).
Arthur E. Johnson (63)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (56)
	Year of Election or Appointment: 2009 Previously, Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity Fixed Income and Asset Allocation Funds (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of the Credit Suisse Funds (U.S. mutual funds, 2004-2008) and certain other closed-end funds (2004-2005) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (70)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, since 1998). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (64)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is an Honorary Trustee of the Brookings Institution and a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (71)
	Year of Election or Appointment: 2007 Mr. Wolfe is Chairman of the Independent Trustees of the Fixed Income and Asset Allocation Funds (2008-present). Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009).

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
John R. Hebble (52)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (54)
	Year of Election or Appointment: 2005 Vice President of Fidelity's Fixed Income Funds and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of The North Carolina Capital Management Trust: Cash and Term Portfolio (2003-present), the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President of FIMM 130/30 LLC (2008-present), Director of Ballyrock Investment Advisors LLC (2006-present), and an Executive Vice President of FMR (2005-present). Previously, Mr. Greer served as Executive Vice President of FMR Co., Inc. (2005-2009), President and Director of Fidelity Investments Money Management, Inc. (2007-2009) and as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Derek L. Young (46)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Asset Allocation Funds. Mr. Young also serves as Chief Investment Officer of the Global Asset Allocation Group (2009-present). Previously, Mr. Young served as a portfolio manager.
Scott C. Goebel (42)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
David J. Carter (37)
	Year of Election or Appointment: 2010 Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Carter also serves as Vice President, Associate General Counsel (2010-present) and is an employee of Fidelity Investments (2005-present).
Holly C. Laurent (56)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (52)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).
Michael H. Whitaker (43)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Whitaker also serves as Chief Compliance Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present). Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.
Jeffrey S. Christian (49)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).
Bryan A. Mehrmann (49)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.
Stephanie J. Dorsey (41)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Adrien E. Deberghes (43)
	Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Deberghes also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).
Kenneth B. Robins (41)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds (2008-present; 2010-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).
Gary W. Ryan (52)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).
Jonathan Davis (42)
	Year of Election or Appointment: 2010 Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

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

	Pay Date	Record Date	Capital Gains
VIP Freedom Income Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2005 Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2010 Portfolio
Initial Class	02/11/11	02/11/11	$0.005
Service Class	02/11/11	02/11/11	$0.005
Service Class 2	02/11/11	02/11/11	$0.005
VIP Freedom 2015 Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2020 Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2025 Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2030 Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2035 Portfolio
Initial Class	02/11/11	02/11/11	$0.030
Service Class	02/11/11	02/11/11	$0.030
Service Class 2	02/11/11	02/11/11	$0.030
VIP Freedom 2040 Portfolio
Initial Class	02/11/11	02/11/11	$0.000
Service Class	02/11/11	02/11/11	$0.000
Service Class 2	02/11/11	02/11/11	$0.000
VIP Freedom 2045 Portfolio
Initial Class	02/11/11	02/11/11	$0.315
Service Class	02/11/11	02/11/11	$0.315
Service Class 2	02/11/11	02/11/11	$0.315
VIP Freedom 2050 Portfolio
Initial Class	02/11/11	02/11/11	$0.090
Service Class	02/11/11	02/11/11	$0.090
Service Class 2	02/11/11	02/11/11	$0.090

Annual Report

The funds hereby designate as capital gain dividend the amounts noted below for the taxable year ended December 31, 2010, or, if subsequently determined to be different, the net capital gain of such year.

VIP Freedom Income Portfolio	$281,294
VIP Freedom 2010 Portfolio	$790,057
VIP Freedom 2015 Portfolio	$145,335
VIP Freedom 2020 Portfolio	$106,711
VIP Freedom 2025 Portfolio	$13,032
VIP Freedom 2030 Portfolio	$80,583
VIP Freedom 2035 Portfolio	$21,820
VIP Freedom 2040 Portfolio	$16,713
VIP Freedom 2045 Portfolio	$31,300
VIP Freedom 2050 Portfolio	$10,949

A percentage of the dividends distributed during the fiscal year for the following funds was derived from interest on U.S. Government securities which is generally exempt from state income tax.

VIP Freedom Income Portfolio
Initial Class	4.60%
Service Class	4.60%
Service Class 2	4.60%
VIP Freedom 2005 Portfolio
Initial Class	3.67%
Service Class	3.67%
Service Class 2	3.67%
VIP Freedom 2010 Portfolio
Initial Class	3.89%
Service Class	3.89%
Service Class 2	3.89%
VIP Freedom 2015 Portfolio
Initial Class	4.07%
Service Class	4.07%
Service Class 2	4.07%
VIP Freedom 2020 Portfolio
Initial Class	3.85%
Service Class	3.85%
Service Class 2	3.85%
VIP Freedom 2025 Portfolio
Initial Class	3.31%
Service Class	3.31%
Service Class 2	3.31%
VIP Freedom 2030 Portfolio
Initial Class	2.68%
Service Class	2.68%
Service Class 2	2.68%

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

	February 2010	December 2010
VIP Freedom Income Portfolio
Initial Class	-	6%
Service Class	-	6%
Service Class 2	-	7%

Annual Report

Distributions (Unaudited) - continued

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

	February 2010	December 2010
VIP Freedom 2005 Portfolio
Initial Class	1%	14%
Service Class	1%	15%
Service Class 2	1%	16%
VIP Freedom 2010 Portfolio
Initial Class	1%	13%
Service Class	1%	14%
Service Class 2	1%	15%
VIP Freedom 2015 Portfolio
Initial Class	3%	14%
Service Class	3%	14%
Service Class 2	3%	15%
VIP Freedom 2020 Portfolio
Initial Class	4%	18%
Service Class	4%	19%
Service Class 2	4%	20%
VIP Freedom 2025 Portfolio
Initial Class	2%	22%
Service Class	2%	22%
Service Class 2	2%	23%
VIP Freedom 2030 Portfolio
Initial Class	3%	25%
Service Class	3%	26%
Service Class 2	3%	27%
VIP Freedom 2035 Portfolio
Initial Class	1%	24%
Service Class	1%	25%
Service Class 2	1%	25%
VIP Freedom 2040 Portfolio
Initial Class	-	7%
Service Class	-	7%
Service Class 2	-	7%
VIP Freedom 2045 Portfolio
Initial Class	-	24%
Service Class	-	24%
Service Class 2	-	26%
VIP Freedom 2050 Portfolio
Initial Class	2%	29%
Service Class	2%	30%
Service Class 2	2%	32%

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Freedom Funds

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

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. The Board has established three standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of each fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of each fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its September 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant and reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of each fund and its shareholders and that the lack of compensation to be received by Fidelity under the management contracts is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. In reaching its determination, the Board is aware that shareholders in each fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that each fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

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

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance (except for VIP Freedom 2035 Portfolio, VIP Freedom 2040 Portfolio, VIP Freedom 2045 Portfolio, and VIP Freedom 2050 Portfolio). The Board considered whether each fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance for each class, as well as each fund's relative investment performance for each class measured over multiple periods against a proprietary custom index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. Because each fund had been in existence less than five calendar years, for each fund the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Initial Class and Service Class 2 of the fund and the cumulative total returns of a proprietary custom index ("benchmark"). The returns of Initial Class and Service Class 2 show the performance of the highest and lowest performing classes, respectively (based on three-year performance).

For each fund, the proprietary custom index is an index developed by FMR that represents the performance of the fund's asset classes according to their respective weightings, adjusted on June 30 and December 31 of each calendar year to reflect the fund's increasingly conservative asset allocations (for each fund other than VIP Freedom Income Portfolio).

VIP Freedom 2005 Portfolio

fid392

The Board noted that the investment performance of Initial Class of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Annual Report

VIP Freedom 2010 Portfolio

fid394

The Board noted that the investment performance of Initial Class of the fund compared favorably its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

VIP Freedom 2015 Portfolio

fid396

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom 2020 Portfolio

fid398

The Board noted that the investment performance of Initial Class of the fund compared favorably to its benchmark for the one-year period, although the fund's three-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

VIP Freedom 2025 Portfolio

fid400

Annual Report

VIP Freedom 2030 Portfolio

fid402

VIP Freedom Income Portfolio

fid404

Investment Performance (VIP Freedom 2035 Portfolio, VIP Freedom 2040 Portfolio, VIP Freedom 2045 Portfolio, and VIP Freedom 2050 Portfolio). The Board considered whether each fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because each fund had been in operation for less than one calendar year. Once a fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a proprietary custom index.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Competitiveness of Management Fee and Total Fund Expenses. The Board noted that the funds do not pay Strategic Advisers a management fee for investment advisory services. The Board considered each fund's management fee and total expenses (which include the fees and expenses of underlying funds) compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

VIP Freedom 2005 Portfolio

fid406

Annual Report

VIP Freedom 2010 Portfolio

fid408

VIP Freedom 2015 Portfolio

fid410

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom 2020 Portfolio

fid412

VIP Freedom 2025 Portfolio

fid414

Annual Report

VIP Freedom 2030 Portfolio

fid416

VIP Freedom 2035 Portfolio

fid418

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom 2040 Portfolio

fid420

VIP Freedom 2045 Portfolio

fid422

Annual Report

VIP Freedom 2050 Portfolio

fid424

VIP Freedom Income Portfolio

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The Board noted that each fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

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

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

The Board noted that the total expenses of each of Initial Class and Service Class of each fund ranked below its competitive median for 2009 and the total expenses of Service Class 2 ranked equal to its competitive median for 2009.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of each fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds.

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

Economies of Scale. The Board concluded that because the funds do not pay management fees and FMR pays all other expenses of each fund, with limited exceptions, economies of scale cannot be realized by the funds, but may be realized by the other Fidelity funds in which each fund invests.

Annual Report

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, NY

VIPFF2K-ANN-0211
1.826371.106

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

Annual Report

December 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Performance	<Click Here>	How the fund has done over time.
Management's Discussion of Fund Performance	<Click Here>	The Portfolio Managers' review of fund performance and strategy.
Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Lifetime Income I Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
Lifetime Income II Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
Lifetime Income III Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
Notes	<Click Here>	Notes to the financial statements.
Report of Independent Registered Public Accounting Firm	<Click Here>
Trustees and Officers	<Click Here>
Distributions	<Click Here>
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

VIP Freedom Lifetime Income® I Portfolio

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of fund ^A
VIP Freedom Lifetime Income® I Portfolio	11.84%	4.62%	4.91%

^A From July 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Lifetime Income I Portfolio on July 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

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Annual Report

VIP Freedom Lifetime Income II Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of fund ^A
VIP Freedom Lifetime Income II Portfolio	12.99%	4.53%	5.10%

^A From July 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Lifetime Income II Portfolio on July 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

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Annual Report

VIP Freedom Lifetime Income III Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Past 5 years	Life of fund ^A
VIP Freedom Lifetime Income III Portfolio	15.98%	4.12%	4.92%

^A From July 26, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP Freedom Lifetime Income III Portfolio on July 26, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Comments from Jonathan Shelon and Christopher Sharpe, Co-Portfolio Managers of VIP Freedom Lifetime Income® Funds: For the year ending December 31, 2010, each of the four asset classes represented in the VIP Freedom Lifetime Income Funds' portfolios - U.S. equity, non-U.S. equity, fixed income and short-term debt investments - posted positive absolute results. However, it was the Funds' allocation to equities and investment-grade debt that provided the biggest boost to their year-end results. Consequently, each of the VIP Freedom Lifetime Income Funds delivered exceptional returns for investors, with VIP Freedom Lifetime Income I - the most-conservative Fund - showing a low-double-digit increase, while the more-equity-focused VIP Freedom Lifetime Income II and II posted returns roughly in the low- to mid-teens. The Funds' U.S. equity class solidly outpaced the broad-based Dow Jones U.S. Total Stock Market Index^SM, which rose 17.49% for the one-year period ending December 31, 2010. Four of the seven underlying domestic equity funds beat the Dow Jones index, with underlying funds focusing on smaller-capitalization stocks - such as VIP Mid Cap Portfolio and VIP Value Strategies Portfolio - delivering the highest absolute results. VIP Growth Portfolio and VIP Value Portfolio, which invest more heavily in larger-capitalization stocks, also significantly contributed to the Funds' performance. The Funds' non-U.S. equity asset class, which handily outperformed the 7.88% gain of the MSCI® EAFE® (Europe, Australasia, Far East) Index, also bolstered absolute results. VIP Overseas Portfolio anchored the Funds' performance in the non-U.S. equity class, while VIP Emerging Markets Portfolio - benefiting from an increase in consumer spending in emerging markets - posted a near 18% return for the year. U.S. investors also gained from a generally weaker dollar, which lifted foreign stock returns. Turning to bonds, the Funds' fixed-income asset class handily beat the Barclays Capital® U.S. Aggregate Bond Index. Buoyed by its allocation to credit-related securities, which performed well for most of the year, VIP Investment Grade Bond Portfolio solidly contributed to the Funds' performance, while VIP High Income Portfolio roared past the broader bond market. Lastly, the Funds' short-term debt holding, VIP Money Market Portfolio, performed roughly in line with the Barclays Capital U.S. 3 Month Treasury Bellwether Index, which increased 0.15%.

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2010 to December 31, 2010).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
VIP Freedom Lifetime Income I	.00%
Actual		$ 1,000.00	$ 1,127.00	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
VIP Freedom Lifetime Income II	.00%
Actual		$ 1,000.00	$ 1,144.70	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00
VIP Freedom Lifetime Income III	.00%
Actual		$ 1,000.00	$ 1,199.70	$ .00
Hypothetical^A		$ 1,000.00	$ 1,025.21	$ .00

^A 5% return per year before expenses

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

Annual Report

VIP Freedom Lifetime Income I Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Investor Class	5.3	5.2
VIP Equity-Income Portfolio Investor Class	6.2	6.1
VIP Growth & Income Portfolio Investor Class	6.1	6.1
VIP Growth Portfolio Investor Class	6.2	6.1
VIP Mid Cap Portfolio Investor Class	2.1	2.2
VIP Value Portfolio Investor Class	5.3	5.2
VIP Value Strategies Portfolio Investor Class	2.2	2.2
	33.4	33.1
Developed International Equity Funds
VIP Overseas Portfolio Investor Class R	9.9	9.4
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Investor Class R	1.6	0.9
High Yield Bond Funds
VIP High Income Portfolio Investor Class	4.9	5.0
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Investor Class	35.6	36.5
Short-Term Funds
VIP Money Market Portfolio Investor Class	14.6	15.1
Net Other Assets (Liabilities)*
	0.0	0.0
	100.0	100.0

* Amount represents less than .01%

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	33.4%
	Developed International Equity Funds	9.9%
	Emerging Markets Equity Funds	1.6%
	High Yield Bond Funds	4.9%
	Investment Grade Bond Funds	35.6%
	Short-Term Funds	14.6%

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Six months ago
	Domestic Equity Funds	33.1%
	Developed International Equity Funds	9.4%
	Emerging Markets Equity Funds	0.9%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	36.5%
	Short-Term Funds	15.1%

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Expected
	Domestic Equity Funds	30.9%
	Developed International Equity Funds	9.6%
	Emerging Markets Equity Funds	1.7%
	High Yield Bond Funds	5.0%
	Investment Grade Bond Funds	37.8%
	Short-Term Funds	15.0%

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Annual Report

VIP Freedom Lifetime Income I Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 33.4%
	Shares		Value
Domestic Equity Funds - 33.4%
VIP Contrafund Portfolio Investor Class	22,931		$ 545,767
VIP Equity-Income Portfolio Investor Class	33,602		637,431
VIP Growth & Income Portfolio Investor Class	50,309		633,899
VIP Growth Portfolio Investor Class	17,200		636,411
VIP Mid Cap Portfolio Investor Class	6,743		219,820
VIP Value Portfolio Investor Class	49,782		547,109
VIP Value Strategies Portfolio Investor Class	23,894		231,769
TOTAL DOMESTIC EQUITY FUNDS (Cost $3,977,650)		3,452,206
International Equity Funds - 11.5%

Developed International Equity Funds - 9.9%
VIP Overseas Portfolio Investor Class R	60,934		1,019,433
Emerging Markets Equity Funds - 1.6%
VIP Emerging Markets Portfolio Investor Class R	17,201		170,113
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $1,328,221)		1,189,546
Bond Funds - 40.5%

High Yield Bond Funds - 4.9%
VIP High Income Portfolio Investor Class	91,240		507,296
Investment Grade Bond Funds - 35.6%
VIP Investment Grade Bond Portfolio Investor Class	287,788		3,683,690
TOTAL BOND FUNDS (Cost $4,214,098)		4,190,986
Short-Term Funds - 14.6%

VIP Money Market Portfolio Investor Class (Cost $1,512,153)	1,512,153		1,512,153
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $11,032,122)			10,344,891
NET OTHER ASSETS (LIABILITIES) - 0.0%			(1)
NET ASSETS - 100%		$ 10,344,890

Other Information

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

Annual Report

VIP Freedom Lifetime Income I Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010
Assets
Investment in securities, at value (cost $11,032,122) - See accompanying schedule		$ 10,344,891
Receivable for investments sold		170
Total assets		10,345,061

Liabilities
Payable to custodian bank	$ 1
Payable for fund shares redeemed	170
Total liabilities		171

Net Assets		$ 10,344,890
Net Assets consist of:
Paid in capital		$ 11,083,112
Accumulated undistributed net realized gain (loss) on investments		(50,991)
Net unrealized appreciation (depreciation) on investments		(687,231)
Net Assets, for 1,047,202 shares outstanding		$ 10,344,890
Net Asset Value, offering price and redemption price per share ($10,344,890 ÷ 1,047,202 shares)		$ 9.88

Statement of Operations

	Year ended December 31, 2010
Investment Income
Income distributions from underlying funds		$ 212,825

Expenses
Independent trustees' compensation	$ 33
Total expenses before reductions	33
Expense reduction	(33)	0
Net investment income (loss)		212,825
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	63,856
Capital gain distributions from underlying funds	46,368
Total net realized gain (loss)		110,224
Change in net unrealized appreciation (depreciation) on underlying funds		753,750
Net gain (loss)		863,974
Net increase (decrease) in net assets resulting from operations		$ 1,076,799

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

Annual Report

Fund Name
Financial Statements - continued

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 212,825	$ 334,506
Net realized gain (loss)	110,224	90,279
Change in net unrealized appreciation (depreciation)	753,750	1,133,654
Net increase (decrease) in net assets resulting from operations	1,076,799	1,558,439
Distributions to shareholders from net investment income	(222,558)	(332,639)
Distributions to shareholders from net realized gain	(110,575)	(76,060)
Total distributions	(333,133)	(408,699)
Share transactions Proceeds from sales of shares	1,364,399	773,369
Reinvestment of distributions	333,133	408,699
Cost of shares redeemed	(869,595)	(1,206,057)
Net increase (decrease) in net assets resulting from share transactions	827,937	(23,989)
Total increase (decrease) in net assets	1,571,603	1,125,751

Net Assets
Beginning of period	8,773,287	7,647,536
End of period (including undistributed net investment income of $0 and undistributed net investment income of $6,217, respectively)	$ 10,344,890	$ 8,773,287
Other Information Shares
Sold	143,545	85,671
Issued in reinvestment of distributions	33,844	46,276
Redeemed	(91,110)	(149,828)
Net increase (decrease)	86,279	(17,881)

Financial Highlights

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 9.13	$ 7.81	$ 11.21	$ 10.98	$ 10.27
Income from Investment Operations
Net investment income (loss) ^C	.21	.36	.33	.36	.27
Net realized and unrealized gain (loss)	.87	1.40	(2.85)	.53	.67
Total from investment operations	1.08	1.76	(2.52)	.89	.94
Distributions from net investment income	(.22)	(.36)	(.37)	(.34)	(.18)
Distributions from net realized gain	(.11)	(.08)	(.51)	(.32)	(.05)
Total distributions	(.33)	(.44)	(.88)	(.66)	(.23)
Net asset value, end of period	$ 9.88	$ 9.13	$ 7.81	$ 11.21	$ 10.98
Total Return ^{A, B}	11.84%	22.76%	(22.68)%	8.16%	9.15%
Ratios to Average Net Assets ^{D, F}
Expenses before reductions ^E	-%	-%	-%	-%	-%
Expenses net of fee waivers, if any	-%	-%	-%	-%	-%
Expenses net of all reductions	-%	-%	-%	-%	-%
Net investment income (loss)	2.26%	4.28%	3.31%	3.15%	2.50%
Supplemental Data
Net assets, end of period (000 omitted)	$ 10,345	$ 8,773	$ 7,648	$ 12,533	$ 10,106
Portfolio turnover rate	26%	20%	25%	16%	28%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^E Amount represents less than .01%.

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

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

Annual Report

VIP Freedom Lifetime Income II Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Investor Class	6.0	6.0
VIP Equity-Income Portfolio Investor Class	7.0	6.9
VIP Growth & Income Portfolio Investor Class	7.0	7.0
VIP Growth Portfolio Investor Class	7.0	7.0
VIP Mid Cap Portfolio Investor Class	2.4	2.5
VIP Value Portfolio Investor Class	6.0	6.0
VIP Value Strategies Portfolio Investor Class	2.6	2.5
	38.0	37.9
Developed International Equity Funds
VIP Overseas Portfolio Investor Class R	11.3	11.1
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Investor Class R	1.9	1.1
High Yield Bond Funds
VIP High Income Portfolio Investor Class	5.3	5.5
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Investor Class	35.9	37.0
Short-Term Funds
VIP Money Market Portfolio Investor Class	7.6	7.4
Net Other Assets (Liabilities)*
	0.0	0.0
	100.0	100.0

* Amount represents less than .01%

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	38.0%
	Developed International Equity Funds	11.3%
	Emerging Markets Equity Funds	1.9%
	High Yield Bond Funds	5.3%
	Investment Grade Bond Funds	35.9%
	Short-Term Funds	7.6%

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Six months ago
	Domestic Equity Funds	37.9%
	Developed International Equity Funds	11.1%
	Emerging Markets Equity Funds	1.1%
	High Yield Bond Funds	5.5%
	Investment Grade Bond Funds	37.0%
	Short-Term Funds	7.4%

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Expected
	Domestic Equity Funds	35.1%
	Developed International Equity Funds	10.9%
	Emerging Markets Equity Funds	1.9%
	High Yield Bond Funds	5.3%
	Investment Grade Bond Funds	38.3%
	Short-Term Funds	8.5%

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Annual Report

VIP Freedom Lifetime Income II Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 38.0%
	Shares		Value
Domestic Equity Funds - 38.0%
VIP Contrafund Portfolio Investor Class	36,997		$ 880,536
VIP Equity-Income Portfolio Investor Class	54,278		1,029,660
VIP Growth & Income Portfolio Investor Class	81,161		1,022,632
VIP Growth Portfolio Investor Class	27,754		1,026,892
VIP Mid Cap Portfolio Investor Class	10,861		354,072
VIP Value Portfolio Investor Class	80,299		882,485
VIP Value Strategies Portfolio Investor Class	38,463		373,090
TOTAL DOMESTIC EQUITY FUNDS (Cost $6,741,794)		5,569,367
International Equity Funds - 13.2%

Developed International Equity Funds - 11.3%
VIP Overseas Portfolio Investor Class R	98,785		1,652,674
Emerging Markets Equity Funds - 1.9%
VIP Emerging Markets Portfolio Investor Class R	27,841		275,352
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $2,330,733)		1,928,026
Bond Funds - 41.2%

High Yield Bond Funds - 5.3%
VIP High Income Portfolio Investor Class	139,589		776,114
Investment Grade Bond Funds - 35.9%
VIP Investment Grade Bond Portfolio Investor Class	410,404		5,253,168
TOTAL BOND FUNDS (Cost $6,038,834)		6,029,282
Short-Term Funds - 7.6%
	Shares		Value

VIP Money Market Portfolio Investor Class (Cost $1,110,569)	1,110,569		$ 1,110,569
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $16,221,930)			14,637,244
NET OTHER ASSETS (LIABILITIES) - 0.0%			(2)
NET ASSETS - 100%		$ 14,637,242

Other Information

Income Tax Information

At December 31, 2010, the Fund had a capital loss carryforward of approximately $792,228 of which $503,057 and $289,171 will expire in fiscal 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

VIP Freedom Lifetime Income II Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010
Assets
Investment in securities, at value (cost $16,221,930) - See accompanying schedule		$ 14,637,244
Receivable for investments sold		241
Total assets		14,637,485

Liabilities
Payable for fund shares redeemed	$ 243
Total liabilities		243

Net Assets		$ 14,637,242
Net Assets consist of:
Paid in capital		$ 17,161,202
Accumulated undistributed net realized gain (loss) on investments		(939,274)
Net unrealized appreciation (depreciation) on investments		(1,584,686)
Net Assets, for 1,494,370 shares outstanding		$ 14,637,242
Net Asset Value, offering price and redemption price per share ($14,637,242 ÷ 1,494,370 shares)		$ 9.79

Statement of Operations

	Year ended December 31, 2010
Investment Income
Income distributions from underlying funds		$ 314,795

Expenses
Independent trustees' compensation	$ 51
Total expenses before reductions	51
Expense reduction	(51)	0
Net investment income (loss)		314,795
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	(300,986)
Capital gain distributions from underlying funds	66,773
Total net realized gain (loss)		(234,213)
Change in net unrealized appreciation (depreciation) on underlying funds		1,664,188
Net gain (loss)		1,429,975
Net increase (decrease) in net assets resulting from operations		$ 1,744,770

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

Annual Report

Fund Name
Financial Statements - continued

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 314,795	$ 543,711
Net realized gain (loss)	(234,213)	(339,797)
Change in net unrealized appreciation (depreciation)	1,664,188	2,797,474
Net increase (decrease) in net assets resulting from operations	1,744,770	3,001,388
Distributions to shareholders from net investment income	(312,980)	(553,060)
Distributions to shareholders from net realized gain	(73,409)	(152,952)
Total distributions	(386,389)	(706,012)
Share transactions Proceeds from sales of shares	407,181	997,756
Reinvestment of distributions	386,389	706,011
Cost of shares redeemed	(1,687,084)	(2,718,682)
Net increase (decrease) in net assets resulting from share transactions	(893,514)	(1,014,915)
Total increase (decrease) in net assets	464,867	1,280,461

Net Assets
Beginning of period	14,172,375	12,891,914
End of period (including undistributed net investment income of $0 and undistributed net investment income of $1,783, respectively)	$ 14,637,242	$ 14,172,375
Other Information Shares
Sold	44,625	117,471
Issued in reinvestment of distributions	39,603	84,626
Redeemed	(182,338)	(346,280)
Net increase (decrease)	(98,110)	(144,183)

Financial Highlights

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 8.90	$ 7.42	$ 11.68	$ 11.36	$ 10.37
Income from Investment Operations
Net investment income (loss) ^C	.21	.34	.29	.32	.23
Net realized and unrealized gain (loss)	.95	1.59	(3.57)	.77	.95
Total from investment operations	1.16	1.93	(3.28)	1.09	1.18
Distributions from net investment income	(.22)	(.36)	(.34)	(.30)	(.14)
Distributions from net realized gain	(.05)	(.09)	(.64)	(.48)	(.05)
Total distributions	(.27)	(.45)	(.98)	(.77) ^G	(.19)
Net asset value, end of period	$ 9.79	$ 8.90	$ 7.42	$ 11.68	$ 11.36
Total Return ^{A, B}	12.99%	26.44%	(28.49)%	9.67%	11.38%
Ratios to Average Net Assets ^{D, F}
Expenses before reductions ^E	-%	-%	-%	-%	-%
Expenses net of fee waivers, if any	-%	-%	-%	-%	-%
Expenses net of all reductions	-%	-%	-%	-%	-%
Net investment income (loss)	2.22%	4.25%	2.91%	2.67%	2.12%
Supplemental Data
Net assets, end of period (000 omitted)	$ 14,637	$ 14,172	$ 12,892	$ 22,701	$ 17,221
Portfolio turnover rate	23%	21%	25%	18%	16%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^E Amount represents less than .01%.

^G Total distributions of $.77 per share is comprised of distributions from net investment income of $.295 and distributions from net realized gain of $.475 per share.

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

Annual Report

VIP Freedom Lifetime Income III Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
VIP Contrafund Portfolio Investor Class	8.4	8.4
VIP Equity-Income Portfolio Investor Class	9.9	9.7
VIP Growth & Income Portfolio Investor Class	9.8	9.7
VIP Growth Portfolio Investor Class	9.8	9.8
VIP Mid Cap Portfolio Investor Class	3.4	3.5
VIP Value Portfolio Investor Class	8.4	8.4
VIP Value Strategies Portfolio Investor Class	3.6	3.5
	53.3	53.0
Developed International Equity Funds
VIP Overseas Portfolio Investor Class R	15.8	15.6
Emerging Markets Equity Funds
VIP Emerging Markets Portfolio Investor Class R	2.6	1.5
High Yield Bond Funds
VIP High Income Portfolio Investor Class	7.2	7.5
Investment Grade Bond Funds
VIP Investment Grade Bond Portfolio Investor Class	21.1	22.4
Net Other Assets (Liabilities)*
	0.0	0.0
	100.0	100.0

* Amount represents less than .01%

Asset Allocation (% of fund's net assets)
Current
	Domestic Equity Funds	53.3%
	Developed International Equity Funds	15.8%
	Emerging Markets Equity Funds	2.6%
	High Yield Bond Funds	7.2%
	Investment Grade Bond Funds	21.1%

fid505

Six months ago
	Domestic Equity Funds	53.0%
	Developed International Equity Funds	15.6%
	Emerging Markets Equity Funds	1.5%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	22.4%

fid512

Expected
	Domestic Equity Funds	51.4%
	Developed International Equity Funds	15.9%
	Emerging Markets Equity Funds	2.8%
	High Yield Bond Funds	7.5%
	Investment Grade Bond Funds	22.4%

fid519

Annual Report

VIP Freedom Lifetime Income III Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Domestic Equity Funds - 53.3%
	Shares		Value
Domestic Equity Funds - 53.3%
VIP Contrafund Portfolio Investor Class	23,839		$ 567,365
VIP Equity-Income Portfolio Investor Class	34,979		663,542
VIP Growth & Income Portfolio Investor Class	52,350		659,604
VIP Growth Portfolio Investor Class	17,891		661,961
VIP Mid Cap Portfolio Investor Class	7,008		228,458
VIP Value Portfolio Investor Class	51,776		569,016
VIP Value Strategies Portfolio Investor Class	24,855		241,089
TOTAL DOMESTIC EQUITY FUNDS (Cost $4,239,756)		3,591,035
International Equity Funds - 18.4%

Developed International Equity Funds - 15.8%
VIP Overseas Portfolio Investor Class R	63,692		1,065,569
Emerging Markets Equity Funds - 2.6%
VIP Emerging Markets Portfolio Investor Class R	17,904		177,069
TOTAL INTERNATIONAL EQUITY FUNDS (Cost $1,455,918)		1,242,638
Bond Funds - 28.3%

High Yield Bond Funds - 7.2%
VIP High Income Portfolio Investor Class	87,341		485,613
Investment Grade Bond Funds - 21.1%
VIP Investment Grade Bond Portfolio Investor Class	111,038		1,421,291
TOTAL BOND FUNDS (Cost $1,945,298)		1,906,904
TOTAL INVESTMENT PORTFOLIO - 100.0% (Cost $7,640,972)			6,740,577
NET OTHER ASSETS (LIABILITIES) - 0.0%			(3)
NET ASSETS - 100%		$ 6,740,574

Other Information

Income Tax Information

At December 31, 2010, the Fund had a capital loss carryforward of approximately $96,950 all of which will expire in fiscal 2018. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

VIP Freedom Lifetime Income III Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010
Assets
Investment in securities, at value (cost $7,640,972) - See accompanying schedule		$ 6,740,577
Receivable for investments sold		111
Total assets		6,740,688

Liabilities
Payable to custodian bank	$ 1
Payable for fund shares redeemed	113
Total liabilities		114

Net Assets		$ 6,740,574
Net Assets consist of:
Paid in capital		$ 7,795,274
Accumulated undistributed net realized gain (loss) on investments		(154,305)
Net unrealized appreciation (depreciation) on investments		(900,395)
Net Assets, for 719,367 shares outstanding		$ 6,740,574
Net Asset Value, offering price and redemption price per share ($6,740,574 ÷ 719,367 shares)		$ 9.37

Statement of Operations

	Year ended December 31, 2010
Investment Income
Income distributions from underlying funds		$ 131,619

Expenses
Independent trustees' compensation	$ 23
Total expenses before reductions	23
Expense reduction	(23)	0
Net investment income (loss)		131,619
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	(103,831)
Capital gain distributions from underlying funds	21,313
Total net realized gain (loss)		(82,518)
Change in net unrealized appreciation (depreciation) on underlying funds		919,548
Net gain (loss)		837,030
Net increase (decrease) in net assets resulting from operations		$ 968,649

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

Annual Report

Fund Name
Financial Statements - continued

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 131,619	$ 194,683
Net realized gain (loss)	(82,518)	126,982
Change in net unrealized appreciation (depreciation)	919,548	1,269,902
Net increase (decrease) in net assets resulting from operations	968,649	1,591,567
Distributions to shareholders from net investment income	(133,615)	(200,408)
Distributions to shareholders from net realized gain	(29,512)	(137,423)
Total distributions	(163,127)	(337,831)
Share transactions Proceeds from sales of shares	87,477	80,366
Reinvestment of distributions	163,127	337,830
Cost of shares redeemed	(945,584)	(461,358)
Net increase (decrease) in net assets resulting from share transactions	(694,980)	(43,162)
Total increase (decrease) in net assets	110,542	1,210,574

Net Assets
Beginning of period	6,630,032	5,419,458
End of period	$ 6,740,574	$ 6,630,032
Other Information Shares
Sold	9,419	10,878
Issued in reinvestment of distributions	17,634	44,489
Redeemed	(108,174)	(60,863)
Net increase (decrease)	(81,121)	(5,496)

Financial Highlights

Years ended December 31,	2010	2009	2008	2007	2006
Selected Per-Share Data
Net asset value, beginning of period	$ 8.28	$ 6.72	$ 11.90	$ 11.56	$ 10.48
Income from Investment Operations
Net investment income (loss) ^C	.18	.24	.24	.29	.19
Net realized and unrealized gain (loss)	1.14	1.76	(4.36)	.96	1.15
Total from investment operations	1.32	2.00	(4.12)	1.25	1.34
Distributions from net investment income	(.19)	(.26)	(.27)	(.29)	(.15)
Distributions from net realized gain	(.04)	(.18)	(.79)	(.62)	(.11)
Total distributions	(.23)	(.44)	(1.06)	(.91)	(.26)
Net asset value, end of period	$ 9.37	$ 8.28	$ 6.72	$ 11.90	$ 11.56
Total Return ^{A, B}	15.98%	30.34%	(35.25)%	10.88%	12.78%
Ratios to Average Net Assets ^{D, F}
Expenses before reductions ^E	-%	-%	-%	-%	-%
Expenses net of fee waivers, if any	-%	-%	-%	-%	-%
Expenses net of all reductions	-%	-%	-%	-%	-%
Net investment income (loss)	2.03%	3.33%	2.43%	2.41%	1.76%
Supplemental Data
Net assets, end of period (000 omitted)	$ 6,741	$ 6,630	$ 5,419	$ 11,085	$ 8,835
Portfolio turnover rate	20%	10%	20%	11%	15%

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

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

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

^D Amounts do not include the activity of the underlying funds.

^E Amount represents less than .01%.

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

Annual Report

Notes to Financial Statements

For the period ended December 31, 2010

1. Organization.

VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio, and VIP Freedom Lifetime Income III Portfolio (the Funds) are funds of Variable Insurance Products Fund V. The Variable Insurance Products Fund V (the Trust) (referred to in this report as Fidelity Variable Insurance Products) is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. The Funds invest primarily in a combination of other VIP equity, bond, and short-term funds (the Underlying Funds) managed by Fidelity Management & Research Company (FMR). Shares of each Fund may only be purchased by insurance companies for the purpose of funding variable annuity or variable life insurance contracts.

2. Significant Accounting Policies.

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)

Expenses. 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. Expenses included in the accompanying financial statements reflect the expenses of the Fund and do not include any expenses associated with the Underlying Funds. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Book-tax differences are primarily due to short-term gain distributions from the Underlying Funds, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

Annual Report

Notes to Financial Statements - continued

2. 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 for each Fund:

	Tax cost	Gross unrealized appreciation	Gross unrealized depreciation	Net unrealized appreciation (depreciation)
VIP Freedom Lifetime Income I	$ 11,085,956	$ 208,847	$ (949,912)	$ (741,065)
VIP Freedom Lifetime Income II	16,352,727	246,304	(1,961,787)	(1,715,483)
VIP Freedom Lifetime Income III	7,685,924	151,634	(1,096,981)	(945,347)

The tax-based components of distributable earnings as of period end were as follows for each Fund:

	Undistributed ordinary income	Capital loss carryforward	Net unrealized appreciation (depreciation)
VIP Freedom Lifetime Income I	$ 2,842	$ -	$ (741,065)
VIP Freedom Lifetime Income II	-	(792,228)	(1,715,483)
VIP Freedom Lifetime Income III	-	(96,950)	(945,347)

The tax character of distributions paid was as follows:

December 31, 2010
	Ordinary Income	Long-term Capital Gains	Total
VIP Freedom Lifetime Income I	$ 330,090	$ 3,043	$ 333,133
VIP Freedom Lifetime Income II	386,389	-	386,389
VIP Freedom Lifetime Income III	163,127	-	163,127
December 31, 2009
	Ordinary Income	Long-term Capital Gains	Total
VIP Freedom Lifetime Income I	$ 392,532	$ 16,167	$ 408,699
VIP Freedom Lifetime Income II	619,901	86,111	706,012
VIP Freedom Lifetime Income III	273,827	64,004	337,831

3. Purchases and Sales of Investments.

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

	Purchases ($)	Redemptions ($)
VIP Freedom Lifetime Income I	3,203,301	2,449,342
VIP Freedom Lifetime Income II	3,300,444	4,198,786
VIP Freedom Lifetime Income III	1,264,350	1,969,526

4. Fees and Other Transactions with Affiliates.

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

Annual Report

5. Expense Reductions.

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

The following Funds were in reimbursement during the period:

	Expense Limitations	Reimbursement from adviser
VIP Freedom Lifetime Income I	.00%	$ 33
VIP Freedom Lifetime Income II	.00%	$ 51
VIP Freedom Lifetime Income III	.00%	$ 23

6. Other.

At the end of the period, FMR or its affiliates were owners of record of all of the outstanding shares of the Funds.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Variable Insurance Products Fund V and the Shareholders of VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio, VIP Freedom Lifetime Income III Portfolio:

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

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2010, by correspondence with the transfer agent. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of VIP Freedom Lifetime Income I Portfolio, VIP Freedom Lifetime Income II Portfolio, VIP Freedom Lifetime Income III Portfolio as of December 31, 2010, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

February 22, 2011

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each VIP Freedom Lifetime Income Fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each VIP Freedom Lifetime Income Fund's activities, review contractual arrangements with companies that provide services to each VIP Freedom Lifetime Income Fund, oversee management of the risks associated with such activities and contractual arrangements, and review each VIP Freedom Lifetime Income Fund's performance. If the interests of a VIP Freedom Lifetime Income Fund and an underlying Fidelity fund were to diverge, a conflict of interest could arise and affect how the Trustees fulfill their fiduciary duties to the affected funds. Strategic Advisers has structured the VIP Freedom Lifetime Income Funds to avoid these potential conflicts, although there may be situations where a conflict of interest is unavoidable. In such instances, Strategic Advisers and the Trustees would take reasonable steps to minimize and, if possible, eliminate the conflict. Except for James C. Curvey, each of the Trustees oversees 189 funds advised by FMR or an affiliate. Mr. Curvey oversees 408 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing each fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the funds, is provided below.

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the funds. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Kenneth L. Wolfe serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Annual Report

Trustees and Officers - continued

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Abigail P. Johnson (49)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.
James C. Curvey (75)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience⁺
Albert R. Gamper, Jr. (68)
	Year of Election or Appointment: 2007 Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). He also served as President and Chief Executive Officer of Tyco Capital Corporation (2001-2002). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Robert F. Gartland (59)
	Year of Election or Appointment: 2010 Mr. Gartland is a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-present) and is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).
Arthur E. Johnson (63)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (56)
	Year of Election or Appointment: 2009 Previously, Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity Fixed Income and Asset Allocation Funds (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of the Credit Suisse Funds (U.S. mutual funds, 2004-2008) and certain other closed-end funds (2004-2005) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (70)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, since 1998). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (64)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is an Honorary Trustee of the Brookings Institution and a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (71)
	Year of Election or Appointment: 2007 Mr. Wolfe is Chairman of the Independent Trustees of the Fixed Income and Asset Allocation Funds (2008-present). Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009).

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
John R. Hebble (52)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (54)
	Year of Election or Appointment: 2005 Vice President of Fidelity's Fixed Income Funds and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of The North Carolina Capital Management Trust: Cash and Term Portfolio (2003-present), the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President of FIMM 130/30 LLC (2008-present), Director of Ballyrock Investment Advisors LLC (2006-present), and an Executive Vice President of FMR (2005-present). Previously, Mr. Greer served as Executive Vice President of FMR Co., Inc. (2005-2009), President and Director of Fidelity Investments Money Management, Inc. (2007-2009) and as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Derek L. Young (46)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Asset Allocation Funds. Mr. Young also serves as Chief Investment Officer of the Global Asset Allocation Group (2009-present). Previously, Mr. Young served as a portfolio manager.
Scott C. Goebel (42)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
David J. Carter (37)
	Year of Election or Appointment: 2010 Assistant Secretary of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Carter also serves as Vice President, Associate General Counsel (2010-present) and is an employee of Fidelity Investments (2005-present).
Holly C. Laurent (56)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (52)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).
Michael H. Whitaker (43)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Whitaker also serves as Chief Compliance Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present). Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.
Jeffrey S. Christian (49)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).
Bryan A. Mehrmann (49)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.
Stephanie J. Dorsey (41)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Adrien E. Deberghes (43)
	Year of Election or Appointment: 2010 Assistant Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Deberghes also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).
Kenneth B. Robins (41)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds (2008-present; 2010-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).
Gary W. Ryan (52)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).
Jonathan Davis (42)
	Year of Election or Appointment: 2010 Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

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

Fund	Pay Date	Record Date	Capital Gains
VIP Freedom Lifetime Income I	02/11/11	02/11/11	$0.005
VIP Freedom Lifetime Income II	02/11/11	02/11/11	$0.000
VIP Freedom Lifetime Income III	02/11/11	02/11/11	$0.000

The funds hereby designate as capital gain dividends the amounts noted below for the taxable year ended December 31, 2010, or, if subsequently determined to be different, the net capital gain of such year.

Fund

VIP Freedom Lifetime Income I

$2,691

A percentage of the dividends distributed during the fiscal year for the following funds was derived from interest on U.S. Government securities which is generally exempt from state income tax:

Fund
VIP Freedom Lifetime Income I	4.34%
VIP Freedom Lifetime Income II	4.98%
VIP Freedom Lifetime Income III	3.35%

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

Fund	February, 2010	December, 2010
VIP Freedom Lifetime Income I	1%	10%
VIP Freedom Lifetime Income II	8%	14%
VIP Freedom Lifetime Income III	5%	22%

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

VIP Freedom Lifetime Income Funds

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom Lifetime Income I Portfolio

fid521

The Board noted that the investment performance of the fund compared favorably to its benchmark for the one-year period, although the fund's three-year cumulative total return was lower than its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

VIP Freedom Lifetime Income II Portfolio

fid523

The Board noted that the investment performance of the fund compared favorably to its benchmark for all the periods shown. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Annual Report

VIP Freedom Lifetime Income III Portfolio

fid525

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

VIP Freedom Lifetime Income I Portfolio

fid527

VIP Freedom Lifetime Income II Portfolio

fid529

Annual Report

VIP Freedom Lifetime Income III Portfolio

fid531

The Board noted that each fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

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

The Board noted that each fund's total expenses ranked below its competitive median for 2009.

Based on its review of management fees, total expenses, and fees charged to other Fidelity clients, the Board concluded that each fund's management fee and the total expenses of each fund were fair and reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Annual Report

Investment Adviser

Strategic Advisers, Inc.
Boston, MA

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, NY

VIPFLI-ANN-0211
1.816199.105

Fidelity® Variable Insurance Products:
FundsManager - 20%, 50%, 60%, 70%, 85% Portfolio

Annual Report

December 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Performance	<Click Here>	How the fund has done over time.
Management's Discussion of Fund Performance	<Click Here>	The Portfolio Manager's review of fund performance and strategy.
Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
VIP FundsManager® 20% Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP FundsManager 50% Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP FundsManager 60% Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP FundsManager 70% Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
VIP FundsManager 85% Portfolio	<Click Here> <Click Here> <Click Here>	Investment Changes Investments Financial Statements
Notes	<Click Here>	Notes to the financial statements.
Report of Independent Registered Public Accounting Firm	<Click Here>
Trustees and Officers	<Click Here>
Distributions	<Click Here>
Board Approval of Investment Advisory Contracts and Management Fees	<Click Here>

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

VIP FundsManager 20% Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of fund ^A
VIP FundsManager® 20% Portfolio - Investor Class	7.47%	4.21%
VIP FundsManager 20% Portfolio - Service Class	7.36%	4.21%
VIP FundsManager 20% Portfolio - Service Class 2	7.24%	4.05%

^AFrom April 13, 2006.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 20% Portfolio - Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital® U.S. Aggregate Bond Index performed over the same period.

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Annual Report

VIP FundsManager 50% Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of fund ^A
VIP FundsManager 50% Portfolio - Investor Class	11.89%	3.63%
VIP FundsManager 50% Portfolio - Service Class	11.89%	3.63%
VIP FundsManager 50% Portfolio - Service Class 2	11.75%	3.49%

^AFrom April 13, 2006.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 50% Portfolio - Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500® Index performed over the same period.

fid558

Annual Report

VIP FundsManager 60% Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of fund ^A
VIP FundsManager 60% Portfolio - Investor Class	13.62%	1.70%
VIP FundsManager 60% Portfolio - Service Class	13.49%	1.70%
VIP FundsManager 60% Portfolio - Service Class 2	13.35%	1.55%

^AFrom August 22, 2007.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 60% Portfolio - Investor Class on August 22, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid560

Annual Report

VIP FundsManager 70% Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of fund ^A
VIP FundsManager 70% Portfolio - Investor Class	14.32%	2.65%
VIP FundsManager 70% Portfolio - Service Class	14.32%	2.65%
VIP FundsManager 70% Portfolio - Service Class 2	14.09%	2.49%

^AFrom April 13, 2006.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 70% Portfolio - Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid562

Annual Report

VIP FundsManager 85% Portfolio

Performance: The Bottom Line

Average Annual Total Returns

Periods ended December 31, 2010	Past 1 year	Life of fund ^A
VIP FundsManager 85% Portfolio - Investor Class	16.20%	1.92%
VIP FundsManager 85% Portfolio - Service Class	16.07%	1.90%
VIP FundsManager 85% Portfolio - Service Class 2	16.00%	1.75%

^AFrom April 13, 2006.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in VIP FundsManager 85% Portfolio - Investor Class on April 13, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the S&P 500 Index performed over the same period.

fid564

Annual Report

Management's Discussion of Fund Performance

Market Recap: While market improvements around the world hit a speed bump in the first half of the 12-month period ending December 31, 2010, world economies re-accelerated in August, supported by a broadening recovery and low inflation in the U.S. Domestic stock markets recorded solid gains for the year, lifted by a strong second-half rally fueled by economic optimism, encouraging earnings reports and a wave of corporate mergers. The large-cap S&P 500® Index rose 15.06%, the blue-chip-laden Dow Jones Industrial Average^SM added 14.06% and the technology-heavy Nasdaq Composite® Index climbed 18.02%. Meanwhile, international stocks, as represented by the MSCI® ACWI® (All Country World Index) ex USA Index, gained 11.29%, boosted in part by a depreciating U.S. dollar. In the fixed-income arena, U.S. taxable investment-grade bonds generated positive results during 2010, as the Barclays Capital® U.S. Aggregate Bond Index gained 6.54%. With ultra-low interest rates bolstering nearly all fixed-income securities for most of the year, sectors in the index with higher yields and more credit risk generally fared best, while most high-quality bonds generated more-moderate returns. Meanwhile, high-yield bonds, as represented by The BofA Merrill Lynch^SM US High Yield Constrained Index, returned 15.07%, a result of improved economic data and strengthening investor demand. Overseas, foreign bond markets showed mixed results, with a sizable disparity between the 3.97% return of the Citigroup® Non-U.S. Group of 7 Index-which measures the performance of sovereign debt of the major global economies outside the U.S.-and the 12.04% advance of the JPMorgan Emerging Markets Bond Index Global (EMBI Global), which benefited from the rising overall credit quality of emerging-markets debt issuers.

Comments from Xuehai En, Portfolio Manager of VIP FundsManager® Portfolios: For the year ending December 31, 2010, all of the VIP FundsManager® Portfolios beat their Composite benchmarks. (For specific portfolio results, please see the performance section of this report.) Favorable asset allocation boosted the performance of all of the Portfolios, as did strong domestic equity stock selection. Regarding asset allocation, shifting to a somewhat riskier-than-benchmark positioning during the second half of the year in a market environment that rewarded risk proved advantageous. Specifically, modestly overweighting domestic equities, holding out-of-benchmark stakes in gold, real estate and emerging-markets equities, and underweighting the more-defensive cash and investment-grade bond categories contributed significantly to most of the Portfolios. Exposure to high-yield bonds - also not in the index - helped performance in the 20% Portfolio but moderately detracted from results elsewhere. As for security selection, in addition to domestic equities, stock picks in foreign developed markets aided results in the 85% and 60% Portfolios. Many of the top-contributing underlying funds were sector/industry funds focused on economically sensitive or commodities-oriented groups, including several Fidelity® Select Portfolios®: Industrials Portfolio, Technology Portfolio, Consumer Discretionary Portfolio, Transportation Portfolio, Energy Service Portfolio and Gold Portfolio. Fidelity® Real Estate Investment Portfolio added value as well. Among international holdings, Fidelity Emerging Markets Fund was a leading contributor across all of the Portfolios. Two small-cap funds - Fidelity International Small Cap Opportunities Fund and Fidelity International Small Cap Fund - together provided a meaningful boost to results. On the downside, our position in high-yield bonds dampened results in all except the 20% Portfolio, primarily due to the underperformance of Fidelity Floating Rate High Income Fund and Fidelity Focused High Income Fund. Fidelity Floating Rate High Income Fund invests in floating-rate bank loans - an asset class that typically underperforms traditional high-yield bonds during strong periods for the latter. Fidelity Focused High Income Fund underperformed because of its higher-quality bias during a period when lower-quality high-yield bonds generated the biggest gains. Sector/industry funds that were among the biggest detractors included three Select Portfolios: Financial Services Portfolio, Energy Portfolio and Consumer Staples Portfolio. In the case of Energy Portfolio, although the energy sector was one of the best-performing groups during the year, this fund underperformed primarily because of poor stock picking in the oil/gas exploration and production group. Financial Services Portfolio trailed its index mainly as a result of adverse positioning in regional banks and investment banking/brokerage. Exposure to emerging-markets bonds via Fidelity New Markets Income Fund notably detracted from performance in the 60% Portfolio. Lastly, Fidelity International Discovery Fund was a noticeable detractor in the 85% Portfolio, and Fidelity U.S. Bond Index Fund modestly hampered the relative return of the 20% Portfolio.

Annual Report

Shareholder Expense Example

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2010 to December 31, 2010).

Actual Expenses

Hypothetical Example for Comparison Purposes

	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
VIP FundsManager 20% Portfolio
Service Class	.20%
Actual		$ 1,000.00	$ 1,064.10	$ 1.04
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
Service Class 2	.35%
Actual		$ 1,000.00	$ 1,063.90	$ 1.82
Hypothetical^A		$ 1,000.00	$ 1,023.44	$ 1.79
Investor Class	.20%
Actual		$ 1,000.00	$ 1,065.20	$ 1.04
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
VIP FundsManager 50% Portfolio
Service Class	.20%
Actual		$ 1,000.00	$ 1,140.20	$ 1.08
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
Service Class 2	.35%
Actual		$ 1,000.00	$ 1,140.10	$ 1.89
Hypothetical^A		$ 1,000.00	$ 1,023.44	$ 1.79
Investor Class	.20%
Actual		$ 1,000.00	$ 1,140.20	$ 1.08
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
	Annualized Expense Ratio	Beginning Account Value July 1, 2010	Ending Account Value December 31, 2010	Expenses Paid During Period* July 1, 2010 to December 31, 2010
VIP FundsManager 60% Portfolio
Service Class	.20%
Actual		$ 1,000.00	$ 1,168.00	$ 1.09
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
Service Class 2	.35%
Actual		$ 1,000.00	$ 1,166.60	$ 1.91
Hypothetical^A		$ 1,000.00	$ 1,023.44	$ 1.79
Investor Class	.20%
Actual		$ 1,000.00	$ 1,168.00	$ 1.09
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
VIP FundsManager 70% Portfolio
Service Class	.20%
Actual		$ 1,000.00	$ 1,191.40	$ 1.10
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
Service Class 2	.35%
Actual		$ 1,000.00	$ 1,190.40	$ 1.93
Hypothetical^A		$ 1,000.00	$ 1,023.44	$ 1.79
Investor Class	.20%
Actual		$ 1,000.00	$ 1,192.80	$ 1.11
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
VIP FundsManager 85% Portfolio
Service Class	.20%
Actual		$ 1,000.00	$ 1,230.60	$ 1.12
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02
Service Class 2	.35%
Actual		$ 1,000.00	$ 1,230.00	$ 1.97
Hypothetical^A		$ 1,000.00	$ 1,023.44	$ 1.79
Investor Class	.20%
Actual		$ 1,000.00	$ 1,230.30	$ 1.12
Hypothetical^A		$ 1,000.00	$ 1,024.20	$ 1.02

^A 5% return per year before expenses

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

Annual Report

VIP FundsManager 20% Portfolio

Investment Changes (Unaudited)

Fund Holdings as of December 31, 2010
	% of fund's net assets	% of fund's net assets 6 months ago
Domestic Equity Funds
Fidelity 130/30 Large Cap Fund	0.0 *	0.0 *
Fidelity Air Transportation Portfolio	0.1	0.1
Fidelity Automotive Portfolio	0.1	0.0 *
Fidelity Banking Portfolio	0.6	0.4
Fidelity Biotechnology Portfolio	0.0 *	0.0 *
Fidelity Blue Chip Growth Fund	0.1	0.1
Fidelity Brokerage & Investment Management Portfolio	0.2	0.2
Fidelity Chemicals Portfolio	0.2	0.1
Fidelity Commodity Strategy Fund	0.0 *	0.0
Fidelity Communications Equipment Portfolio	0.2	0.1
Fidelity Computers Portfolio	0.5	0.5
Fidelity Construction & Housing Portfolio	0.2	0.2
Fidelity Consumer Discretionary Portfolio	1.1	0.8
Fidelity Consumer Staples Portfolio	1.2	1.5
Fidelity Contrafund	0.1	0.0 *
Fidelity Defense & Aerospace Portfolio	0.0 *	0.0*
Fidelity Disciplined Equity Fund	0.0 *	0.0*
Fidelity Dividend Growth Fund	0.6	0.7
Fidelity Electronics Portfolio	0.1	0.1
Fidelity Energy Portfolio	0.9	1.1
Fidelity Energy Service Portfolio	1.1	0.1
Fidelity Environmental & Alternative Energy Portfolio	0.0 *	0.1
Fidelity Equity-Income Fund	0.0 *	0.0 *
Fidelity Equity-Income II Fund	0.0 *	0.0 *
Fidelity Financial Services Portfolio	0.2	0.8
Fidelity Fund	0.0 *	0.0 *
Fidelity Global Commodity Stock Fund	0.0 *	0.0
Fidelity Gold Portfolio	1.0	0.7
Fidelity Growth Company Fund	0.0 *	0.0 *
Fidelity Health Care Portfolio	0.3	0.3
Fidelity Independence Fund	0.0 *	0.0 *
Fidelity Industrial Equipment Portfolio	0.2	0.1
Fidelity Industrials Portfolio	1.2	1.1
Fidelity Insurance Portfolio	0.8	0.6
Fidelity IT Services Portfolio	0.1	0.1

	% of fund's net assets	% of fund's net assets 6 months ago
Fidelity Large Cap Stock Fund	0.4	0.4
Fidelity Large Cap Value Fund	0.0 *	0.0 *
Fidelity Leisure Portfolio	0.1	0.0 *
Fidelity Leveraged Company Stock Fund	0.0 *	0.0 *
Fidelity Magellan Fund	0.0 *	0.0 *
Fidelity Materials Portfolio	0.2	0.2
Fidelity Medical Delivery Portfolio	0.4	0.4
Fidelity Medical Equipment & Systems Portfolio	0.1	0.1
Fidelity Mega Cap Stock Fund	0.3	0.3
Fidelity Mid-Cap Stock Fund	0.0 *	0.0 *
Fidelity Multimedia Portfolio	0.2	0.1
Fidelity Natural Resources Portfolio	0.0 *	0.0 *
Fidelity Pharmaceuticals Portfolio	1.0	0.8
Fidelity Real Estate Investment Portfolio	0.3	0.3
Fidelity Retailing Portfolio	0.2	0.2
Fidelity Series Commodity Strategy Fund	0.0	0.0 *
Fidelity Small Cap Growth Fund	0.0 *	0.0 *
Fidelity Small Cap Stock Fund	0.0 *	0.0 *
Fidelity Small Cap Value Fund	0.4	0.4
Fidelity Software & Computer Services Portfolio	0.4	0.4
Fidelity Technology Portfolio	1.8	1.2
Fidelity Telecom and Utilities Fund	0.2	0.2
Fidelity Telecommunications Portfolio	0.4	0.3
Fidelity Transportation Portfolio	0.2	0.1
Fidelity Utilities Portfolio	0.2	0.4
Spartan Extended Market Index Fund Investor Class	0.1	0.1
Spartan Total Market Index Fund Investor Class	0.0 *	0.0 *
VIP Mid Cap Portfolio Investor Class	0.0 *	0.0 *
	18.0	15.7
International Equity Funds
Fidelity Canada Fund	0.1	0.1
Fidelity Diversified International Fund	0.2	0.2
Fidelity Emerging Asia Fund	0.0 *	0.0
Fidelity Emerging Markets Fund	1.2	0.5
Fidelity International Capital Appreciation Fund	0.3	0.3
Fidelity International Discovery Fund	1.1	0.3
Fund Holdings as of December 31, 2010 - continued
	% of fund's net assets	% of fund's net assets 6 months ago
Fidelity International Real Estate Fund	0.5	0.0
Fidelity International Small Cap Fund	0.2	0.2
Fidelity International Small Cap Opportunities Fund	0.7	0.6
Fidelity International Value Fund	0.4	0.0 *
Fidelity Japan Fund	0.1	0.4
Fidelity Japan Smaller Companies Fund	0.0 *	0.0
Fidelity Nordic Fund	0.7	0.1
Fidelity Overseas Fund	0.0 *	0.0 *
Fidelity Pacific Basin Fund	0.2	0.1
Spartan International Index Fund Investor Class	1.8	1.7
	7.5	4.5
Fixed-Income Funds
Fidelity Floating Rate High Income Fund	3.2	1.5
Fidelity Focused High Income Fund	0.3	0.0
Fidelity High Income Fund	2.9	3.0
Fidelity New Markets Income Fund	1.1	0.4
Fidelity Real Estate Income Fund	0.6	0.6
Fidelity U.S. Bond Index Fund	45.0	47.8
	53.1	53.3
Money Market Funds
Fidelity Institutional Money Market Portfolio Class I	3.4	4.1
Fidelity Institutional Prime Money Market Portfolio Class I	16.2	20.2
Fidelity Select Money Market Portfolio	1.8	2.2
	21.4	26.5
Net Other Assets (Liabilities)*	0.0	0.0
	100.0	100.0

* Amount represents less than 0.1%

Asset Allocation (% of fund's net assets)
As of December 31, 2010
	Domestic Equity Funds	18.0%
	International Equity Funds	7.5%
	Fixed Income Funds	53.1%
	Money Market Funds	21.4%

fid571

As of June 30, 2010
	Domestic Equity Funds	15.7%
	International Equity Funds	4.5%
	Fixed Income Funds	53.3%
	Money Market Funds	26.5%

fid577

Annual Report

VIP FundsManager 20% Portfolio

Investments December 31, 2010

Showing Percentage of Net Assets

Equity Funds - 25.5%
	Shares		Value
Domestic Equity Funds - 18.0%
Fidelity 130/30 Large Cap Fund	2,952		$ 21,370
Fidelity Air Transportation Portfolio	6,468		273,905
Fidelity Automotive Portfolio	6,494		293,473
Fidelity Banking Portfolio	134,924		2,497,436
Fidelity Biotechnology Portfolio (a)	1,153		84,152
Fidelity Blue Chip Growth Fund	8,970		406,812
Fidelity Brokerage & Investment Management Portfolio	13,913		729,741
Fidelity Chemicals Portfolio	6,374		608,671
Fidelity Commodity Strategy Fund (a)	958		11,352
Fidelity Communications Equipment Portfolio	27,799		736,953
Fidelity Computers Portfolio (a)	37,237		2,100,884
Fidelity Construction & Housing Portfolio	17,837		625,381
Fidelity Consumer Discretionary Portfolio	168,173		4,121,912
Fidelity Consumer Staples Portfolio	69,576		4,755,553
Fidelity Contrafund	3,257		220,573
Fidelity Defense & Aerospace Portfolio	1,190		87,126
Fidelity Disciplined Equity Fund	2,042		46,006
Fidelity Dividend Growth Fund	76,576		2,177,042
Fidelity Electronics Portfolio	6,804		329,101
Fidelity Energy Portfolio	69,361		3,626,168
Fidelity Energy Service Portfolio	57,979		4,311,935
Fidelity Environmental & Alternative Energy Portfolio	10,768		191,662
Fidelity Equity-Income Fund	665		29,420
Fidelity Equity-Income II Fund	680		12,402
Fidelity Financial Services Portfolio	13,181		811,807
Fidelity Fund	640		20,592
Fidelity Global Commodity Stock Fund	3,323		56,953
Fidelity Gold Portfolio	71,114		3,776,880
Fidelity Growth Company Fund	1,100		91,482
Fidelity Health Care Portfolio	9,385		1,169,466
Fidelity Independence Fund	309		7,533
Fidelity Industrial Equipment Portfolio	24,293		824,014
Fidelity Industrials Portfolio	194,839		4,609,900
Fidelity Insurance Portfolio	66,058		3,116,614
Fidelity IT Services Portfolio (a)	27,264		575,811
Fidelity Large Cap Stock Fund	79,734		1,404,124
Fidelity Large Cap Value Fund	9,788		102,966
Fidelity Leisure Portfolio	2,789		254,239
Fidelity Leveraged Company Stock Fund	193		5,477
Fidelity Magellan Fund	375		26,856
Fidelity Materials Portfolio	14,393		977,256
Fidelity Medical Delivery Portfolio (a)	31,868		1,583,214
Fidelity Medical Equipment & Systems Portfolio (a)	13,553		373,780
Fidelity Mega Cap Stock Fund	105,585		1,054,790
Fidelity Mid-Cap Stock Fund	1,938		55,922
Fidelity Multimedia Portfolio	18,211		779,792
Fidelity Natural Resources Portfolio	3,129		108,924

	Shares		Value
Fidelity Pharmaceuticals Portfolio	316,487		$ 3,902,281
Fidelity Real Estate Investment Portfolio	46,807		1,202,461
Fidelity Retailing Portfolio	12,864		688,088
Fidelity Small Cap Growth Fund	7,959		124,875
Fidelity Small Cap Stock Fund (a)	3,102		60,799
Fidelity Small Cap Value Fund	95,507		1,490,867
Fidelity Software & Computer Services Portfolio	18,957		1,657,936
Fidelity Technology Portfolio (a)	75,486		7,217,242
Fidelity Telecom and Utilities Fund	38,558		615,005
Fidelity Telecommunications Portfolio	35,653		1,655,711
Fidelity Transportation Portfolio	12,776		708,063
Fidelity Utilities Portfolio	12,652		612,095
Spartan Extended Market Index Fund Investor Class	6,033		230,274
Spartan Total Market Index Fund Investor Class	3,323		121,074
VIP Mid Cap Portfolio Investor Class	79		2,578
TOTAL DOMESTIC EQUITY FUNDS			70,376,771
International Equity Funds - 7.5%
Fidelity Canada Fund	9,919		576,771
Fidelity Diversified International Fund	30,158		909,265
Fidelity Emerging Asia Fund	1,244		38,078
Fidelity Emerging Markets Fund	176,937		4,662,302
Fidelity International Capital Appreciation Fund	90,173		1,162,333
Fidelity International Discovery Fund	126,642		4,184,262
Fidelity International Real Estate Fund	195,822		1,836,810
Fidelity International Small Cap Fund	40,542		861,929
Fidelity International Small Cap Opportunities Fund	262,716		2,729,618
Fidelity International Value Fund	189,412		1,541,817
Fidelity Japan Fund	46,169		516,166
Fidelity Japan Smaller Companies Fund	8,244		75,764
Fidelity Nordic Fund	73,905		2,537,900
Fidelity Overseas Fund	423		13,750
Fidelity Pacific Basin Fund	34,529		900,176
Spartan International Index Fund Investor Class	200,396		7,047,932
TOTAL INTERNATIONAL EQUITY FUNDS			29,594,873
TOTAL EQUITY FUNDS (Cost $81,343,197)		99,971,644
Fixed-Income Funds - 53.1%

Fidelity Floating Rate High Income Fund	1,275,000		12,482,249
Fidelity Focused High Income Fund	131,571		1,211,771
Fidelity High Income Fund	1,269,966		11,353,492
Fidelity New Markets Income Fund	270,865		4,239,035
Fixed-Income Funds - continued
	Shares		Value
Fidelity Real Estate Income Fund	210,313		$ 2,187,256
Fidelity U.S. Bond Index Fund	15,583,622		176,562,442
TOTAL FIXED-INCOME FUNDS (Cost $200,843,821)		208,036,245
Money Market Funds - 21.4%

Fidelity Institutional Money Market Portfolio Class I	13,147,294		13,147,294
Fidelity Institutional Prime Money Market Portfolio Class I	63,529,449		63,529,449
Fidelity Select Money Market Portfolio	7,242,291		7,242,291
TOTAL MONEY MARKET FUNDS (Cost $83,919,034)		83,919,034

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $366,106,052)

391,926,923

NET OTHER ASSETS (LIABILITIES) - 0.0%

(64,067)

NET ASSETS - 100%

$ 391,862,856

Legend

(a) Non-income producing

Other Information

Income Tax Information

At December 31, 2010, the Fund had a capital loss carryforward of approximately $11,488,547 of which $6,448,435 and $5,040,112 will expire in fiscal 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

VIP FundsManager 20% Portfolio

Financial Statements

Statement of Assets and Liabilities

	December 31, 2010

Assets
Investment in securities, at value (cost $366,106,052) - See accompanying schedule		$ 391,926,923
Receivable for fund shares sold		279,167
Total assets		392,206,090

Liabilities
Payable for investments purchased	$ 278,757
Payable for fund shares redeemed	409
Accrued management fee	63,999
Distribution and service plan fees payable	69
Total liabilities		343,234

Net Assets		$ 391,862,856
Net Assets consist of:
Paid in capital		$ 377,810,809
Accumulated undistributed net realized gain (loss) on investments		(11,768,824)
Net unrealized appreciation (depreciation) on investments		25,820,871
Net Assets		$ 391,862,856

Statement of Assets and Liabilities - continued

	December 31, 2010


Service Class: Net Asset Value, offering price and redemption price per share ($67,476 ÷ 6,345 shares)		$ 10.63

Service Class 2: Net Asset Value, offering price and redemption price per share ($569,086 ÷ 53,583 shares)		$ 10.62

Investor Class: Net Asset Value, offering price and redemption price per share ($391,226,294 ÷ 36,814,893 shares)		$ 10.63

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

Annual Report

Statement of Operations

	Year ended December 31, 2010

Investment Income
Income distributions from underlying funds		$ 6,725,616

Expenses
Management fee	$ 823,151
Distribution and service plan fees	1,189
Independent trustees' compensation	1,140
Total expenses before reductions	825,480
Expense reductions	(165,684)	659,796
Net investment income (loss)		6,065,820
Realized and Unrealized Gain (Loss) Realized gain (loss) on sale of underlying fund shares	1,054,843
Capital gain distributions from underlying funds	1,812,776
Total net realized gain (loss)		2,867,619
Change in net unrealized appreciation (depreciation) on underlying funds		15,177,948
Net gain (loss)		18,045,567
Net increase (decrease) in net assets resulting from operations		$ 24,111,387

Statement of Changes in Net Assets

	Year ended December 31, 2010	Year ended December 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 6,065,820	$ 4,232,847
Net realized gain (loss)	2,867,619	(3,236,878)
Change in net unrealized appreciation (depreciation)	15,177,948	18,437,148
Net increase (decrease) in net assets resulting from operations	24,111,387	19,433,117
Distributions to shareholders from net investment income	(6,084,767)	(4,256,815)
Distributions to shareholders from net realized gain	(470,898)	(158,646)
Total distributions	(6,555,665)	(4,415,461)
Share transactions - net increase (decrease)	102,969,202	103,034,500
Total increase (decrease) in net assets	120,524,924	118,052,156

Net Assets
Beginning of period	271,337,932	153,285,776
End of period	$ 391,862,856	$ 271,337,932

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

Annual Report

Financial Highlights - Service Class

Years ended December 31,	2010	2009	2008	2007	2006^G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.07	$ 9.27	$ 10.48	$ 10.34	$ 10.00
Income from Investment Operations
Net investment income (loss)^E	.19	.21	.34	.45	.33
Net realized and unrealized gain (loss)	.55	.76	(1.21)	.18	.20
Total from investment operations	.74	.97	(.87)	.63	.53
Distributions from net investment income	(.17)	(.16)	(.30)	(.29)	(.14)
Distributions from net realized gain	(.01)	(.01)	(.04)	(.20)	(.05)
Total distributions	(.18)	(.17)^J	(.34)^I	(.49)	(.19)
Net asset value, end of period	$ 10.63	$ 10.07	$ 9.27	$ 10.48	$ 10.34
Total Return^{B, C, D}	7.36%	10.43%	(8.33)%	6.12%	5.34%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.35%	.35%	.35%	.35%	.35%^A
Expenses net of fee waivers, if any	.20%	.20%	.20%	.20%	.20%^A
Expenses net of all reductions	.20%	.20%	.20%	.20%	.20%^A
Net investment income (loss)	1.84%	2.19%	3.33%	4.20%	4.52%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 67	$ 61	$ 88	$ 112	$ 105
Portfolio turnover rate	14%	31%	64%	76%	92%^A

^A Annualized

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

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

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

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

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

^G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

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

^I Total distributions of $.34 per share is comprised of distributions from net investment income of $.302 and distributions from net realized gain of $.035 per share.

^J Total distributions of $.17 per share is comprised of distributions from net investment income of $.161 and distributions from net realized gain of $.006 per share.

Financial Highlights - Service Class 2

Years ended December 31,	2010	2009	2008	2007	2006^G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.06	$ 9.28	$ 10.48	$ 10.34	$ 10.00
Income from Investment Operations
Net investment income (loss)^E	.18	.20	.32	.43	.32
Net realized and unrealized gain (loss)	.55	.74	(1.20)	.18	.20
Total from investment operations	.73	.94	(.88)	.61	.52
Distributions from net investment income	(.16)	(.16)	(.29)	(.27)	(.13)
Distributions from net realized gain	(.01)	(.01)	(.04)	(.20)	(.05)
Total distributions	(.17)	(.16)^J	(.32)^I	(.47)	(.18)
Net asset value, end of period	$ 10.62	$ 10.06	$ 9.28	$ 10.48	$ 10.34
Total Return^{B, C, D}	7.24%	10.14%	(8.40)%	5.96%	5.23%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.50%	.50%	.50%	.50%	.50%^A
Expenses net of fee waivers, if any	.35%	.35%	.35%	.35%	.35%^A
Expenses net of all reductions	.35%	.35%	.35%	.35%	.35%^A
Net investment income (loss)	1.69%	2.04%	3.18%	4.05%	4.38%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 569	$ 425	$ 88	$ 112	$ 105
Portfolio turnover rate	14%	31%	64%	76%	92%^A

^A Annualized

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

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

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

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

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

^G For the period April 13, 2006 (commencement of operations) to December 31, 2006.

^I Total distributions of $.32 per share is comprised of distributions from net investment income of $.285 and distributions from net realized gain of $.035 per share.

^J Total distributions of $.16 per share is comprised of distributions from net investment income of $.155 and distributions from net realized gain of $.006 per share.

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

Annual Report

Financial Highlights - Investor Class

Years ended December 31,	2010	2009	2008	2007	2006^G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.06	$ 9.27	$ 10.48	$ 10.34	$ 10.00
Income from Investment Operations
Net investment income (loss)^E	.19	.21	.33	.45	.33
Net realized and unrealized gain (loss)	.56	.75	(1.20)	.18	.20
Total from investment operations	.75	.96	(.87)	.63	.53
Distributions from net investment income	(.17)	(.16)	(.30)	(.29)	(.14)
Distributions from net realized gain	(.01)	(.01)	(.04)	(.20)	(.05)
Total distributions	(.18)	(.17)^J	(.34)^I	(.49)	(.19)
Net asset value, end of period	$ 10.63	$ 10.06	$ 9.27	$ 10.48	$ 10.34
Total Return^{B, C, D}	7.47%	10.32%	(8.33)%	6.12%	5.34%
Ratios to Average Net Assets^{F, H}
Expenses before reductions	.25%	.25%	.25%	.25%	.25%^A
Expenses net of fee waivers, if any	.20%	.20%	.20%	.20%	.20%^A
Expenses net of all reductions	.20%	.20%	.20%	.20%	.20%^A
Net investment income (loss)	1.84%	2.19%	3.33%	4.20%	4.52%^A
Supplemental Data
Net assets, end of period (000 omitted)	$ 391,226	$ 270,852	$ 153,110	$ 115,963	$ 24,045
Portfolio turnover rate	14%	31%	64%	76%	92%^A