-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VBAHJ5qKDCv0lq+el8cHDSuZD3IszYq+M2OJmw5N8CuiB7/Mi4ztBpAlG4rlZeZq 1r+AF6DUdjzdbCPYKy4gVQ== 0000795422-04-000108.txt : 20041228 0000795422-04-000108.hdr.sgml : 20041228 20041228120031 ACCESSION NUMBER: 0000795422-04-000108 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 51 CONFORMED PERIOD OF REPORT: 20041031 FILED AS OF DATE: 20041228 DATE AS OF CHANGE: 20041228 EFFECTIVENESS DATE: 20041228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY ADVISOR SERIES VIII CENTRAL INDEX KEY: 0000729218 IRS NUMBER: 042778701 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-03855 FILM NUMBER: 041227797 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175706270 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAILZONE ZH1 CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY SPECIAL SITUATIONS FUND DATE OF NAME CHANGE: 19920703 N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-3855

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

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

October 31

Date of reporting period:

October 31, 2004

Item 1. Reports to Stockholders

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

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

15

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

Notes

24

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

30

Trustees and Officers

31

Proxy Voting Results

43

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge) A

1.57%

0.22%

-1.66%

Class T (incl. 3.50% sales charge) B

3.72%

0.44%

-1.55%

Class B (incl. contingent deferred sales charge) C

1.96%

0.34%

-1.41%

Class C (incl. contingent deferred sales charge) D

5.86%

0.73%

-1.41%

A Class A's 12b-1 fee may have ranged over time between 0.25% and 0.35%, as an equivalent amount of brokerage commissions of up to 0.10% of the class's average net assets may have been used to promote the sale of class shares. This practice has been discontinued and no commissions incurred after June 30, 2003 have been used to pay distribution expenses. Class A's 12b-1 plan currently authorizes a 0.25% 12b-1 fee. The initial offering of Class A shares took place on July 3, 2000. Returns between October 31, 1994 and June 30, 2000 are those of Fidelity Advisor Korea Fund, Inc., (the Closed-End Fund). On June 30, 2000, the Closed-End Fund reorganized as an open-end fund through a transfer of all its assets and liabilities to Fidelity Advisor Korea Fund (the fund). Shareholders of the Closed-End Fund received Class A shares of the fund in exchange for their shares of the Closed-End Fund. If Class A shares' total expenses had been reflected in the Closed-End Fund's performance, Class A's returns prior to July 3, 2000 may have been lower.

B Class T's 12b-1 fee may have ranged over time between 0.50% and 0.60%, as an equivalent amount of brokerage commissions of up to 0.10% of the class's average net assets may have been used to promote the sale of class shares. This practice has been discontinued and no commissions incurred after June 30, 2003 have been used to pay distribution expenses. Class T's 12b-1 plan currently authorizes a 0.50% 12b-1 fee. The initial offering of Class T shares took place on July 3, 2000. Returns between October 31, 1994 and June 30, 2000 are those of Fidelity Advisor Korea Fund, Inc., (the Closed-End Fund). On June 30, 2000, the Closed-End Fund reorganized as an open-end fund through a transfer of all of its assets and liabilities to the fund. Shareholders of the Closed-End Fund received Class A shares of the fund in exchange for their shares of the Closed-End Fund. If Class T shares' total expenses had been reflected in the Closed-End Fund's performance, Class T's returns prior to July 3, 2000 may have been lower.

Annual Report

C Class B shares bear a 1.00% 12b-1 fee that is reflected in returns after June 30, 2000. The initial offering of Class B shares took place on July 3, 2000. Returns between October 31, 1994 and June 30, 2000 are those of Fidelity Advisor Korea Fund, Inc., (the Closed-End Fund). On June 30, 2000, the Closed-End Fund reorganized as an open-end fund through a transfer of all of its assets and liabilities to the fund. Shareholders of the Closed-End Fund received Class A shares of the fund in exchange for their shares of the Closed-End Fund. If Class B shares' total expenses, including its 1.00% 12b-1 fee, had been reflected in the Closed-End Fund's performance, Class B's returns, prior to July 3, 2000 may have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five year, and past ten year total return figures are 5%, 2%, and 0%, respectively.

D Class C shares bear a 1.00% 12b-1 fee that is reflected in returns after June 30, 2000. The initial offering of Class C shares took place on July 3, 2000. Returns between October 31, 1994 and June 30, 2000 are those of Fidelity Advisor Korea Fund, Inc., (the Closed-End Fund). On June 30, 2000, the Closed-End Fund reorganized as an open-end fund through a transfer of all of its assets and liabilities to the fund. Shareholders of the Closed-End Fund received Class A shares of the fund in exchange for their shares of the Closed-End Fund. If Class C shares' total expenses, including its 1.00% 12b-1 fee, had been reflected in the Closed-End Fund's performance, Class C's returns, prior to July 3, 2000 may have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five year, and past ten year total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Korea Fund - Class T on October 31, 1994, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the Korea Composite Stock Price Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Agus Tandiono, Portfolio Manager of Fidelity® Advisor Korea Fund

Although the Korea Composite Stock Price Index (KOSPI) turned in a decent gain for the period overall, there was considerable volatility during the second half of the period. Concerns about the Chinese government's intention to slow that nation's economy triggered a steep drop in late April and early May, as the KOSPI declined by more than 200 points to roughly 720. Then, when it appeared that the worst fears about the China situation probably would not be realized, the KOSPI began a rally that extended through the end of the period and carried it back to roughly the 835 level. Although the rally wasn't strong enough to bring the index back to the levels it reached prior to the spring decline, the Korean won's appreciation versus the U.S. dollar boosted dollar-denominated returns, enabling the index to post a small positive return for the final six months and a gain for the one-year period overall.

For the 12 months ending October 31, 2004, the fund's Class A, Class T, Class B and Class C shares returned 7.77%, 7.48%, 6.96% and 6.86%, respectively, versus 13.34% for the Korea Composite Stock Price Index (KOSPI) and 10.96% for the LipperSM Pacific Region ex Japan Funds Average. I overweighted software and, to a lesser degree, technology hardware, as those stocks are driven more by product cycles and are less subject to overall economic conditions. Nonetheless, those overweightings were a drag on performance relative to the KOSPI during the period. ReignCom Ltd., a maker of MP3 digital music players, was the fund's largest detractor in absolute terms. Wireless handset maker Curitel Communications also struggled, as its profit margins suffered due to industrywide price cuts. On the other hand, I underweighted semiconductors while overweighting financial stocks - both timely decisions. Shinhan Financial Group and Hana Bank were two financial services holdings that aided performance. Both were helped by a domestic economy expected to grow by roughly 5% in 2004, along with a decline in non-performing consumer and business loans.

Notes to shareholders: Fidelity Advisor Korea Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Korean market. As of October 31, 2004, the fund did not have more than 25% of its total assets invested in any one industry.

Michael Gordon became Portfolio Manager of Fidelity Advisor Korea Fund on December 1, 2004.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Annual Report

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

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 955.20

$ 9.83

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class T

Actual

$ 1,000.00

$ 953.80

$ 11.05

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Class B

Actual

$ 1,000.00

$ 952.10

$ 13.49

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Class C

Actual

$ 1,000.00

$ 951.30

$ 13.49

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Institutional Class

Actual

$ 1,000.00

$ 956.40

$ 8.61

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

2.00%

Class T

2.25%

Class B

2.75%

Class C

2.75%

Institutional Class

1.75%

Annual Report

Investment Changes

Top Ten Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Samsung Electronics Co. Ltd.

16.3

22.2

Shinhan Financial Group Co. Ltd.

6.6

6.0

SK Corp.

6.0

3.2

Kookmin Bank

5.9

8.2

LG Electronics, Inc.

5.1

6.5

Hana Bank

5.1

3.6

Hyundai Motor Co.

4.9

1.5

Shinsegae Co. Ltd.

4.6

3.5

POSCO

3.8

2.7

S-Oil Corp.

3.8

0.0

62.1

Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

24.7

34.5

Financials

22.1

22.8

Consumer Discretionary

18.0

20.3

Energy

9.8

3.2

Consumer Staples

9.1

2.4

Materials

7.0

3.8

Industrials

5.4

2.4

Telecommunication Services

4.2

7.7

Utilities

1.5

0.4

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 101.8%

Stocks 97.5%

Short-Term
Investments and
Net Other Assets* (1.8)%

Short-Term
Investments and
Net Other Assets 2.5%



*Short-term Investments and Net Other Assets are not included in the pie chart.

Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 101.8%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 18.0%

Auto Components - 2.2%

Hankook Tire Co. Ltd.

27,420

$ 253,503

Hyundai Mobis

2,490

127,670

381,173

Automobiles - 8.5%

Hyundai Motor Co.

17,290

838,631

Kia Motors Corp.

65,630

615,556

1,454,187

Household Durables - 5.7%

Entergisul Co. Ltd. (a)

5,500

93,345

LG Electronics, Inc.

15,410

869,953

963,298

Media - 0.5%

Cheil Communications, Inc.

640

84,609

Multiline Retail - 1.1%

Hyundai Department Store Co. Ltd.

6,170

179,120

TOTAL CONSUMER DISCRETIONARY

3,062,387

CONSUMER STAPLES - 9.1%

Beverages - 1.6%

Lotte Chilsung Beverage Co. Ltd.

380

261,367

Food & Staples Retailing - 4.6%

Shinsegae Co. Ltd.

2,800

787,852

Food Products - 1.7%

Nong Shim Co. Ltd.

1,396

293,042

Personal Products - 1.2%

AmorePacific Corp.

1,070

209,317

TOTAL CONSUMER STAPLES

1,551,578

ENERGY - 9.8%

Oil & Gas - 9.8%

S-Oil Corp.

12,750

643,479

SK Corp.

19,500

1,018,982

1,662,461

FINANCIALS - 22.1%

Commercial Banks - 19.0%

Hana Bank

34,820

869,334

Kookmin Bank (a)

29,870

997,890

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

Korea Exchange Bank (a)

35,610

$ 236,976

Shinhan Financial Group Co. Ltd.

57,112

1,124,895

3,229,095

Insurance - 3.1%

Samsung Fire & Marine Insurance Co. Ltd.

9,000

535,418

TOTAL FINANCIALS

3,764,513

INDUSTRIALS - 5.4%

Commercial Services & Supplies - 0.8%

INSUN ENT Co. Ltd.

7,045

126,489

Electrical Equipment - 0.3%

Kumho Electric Co. Ltd.

2,440

55,142

Industrial Conglomerates - 1.5%

LG Corp.

19,500

259,536

Machinery - 2.3%

Daewoo Shipbuilding & Marine Engineering Co. Ltd.

6,140

90,496

Hyundai Mipo Dockyard Co. Ltd. (a)

11,110

297,722

388,218

Marine - 0.5%

Hanjin Shipping Co. Ltd.

4,370

84,121

TOTAL INDUSTRIALS

913,506

INFORMATION TECHNOLOGY - 24.7%

Electronic Equipment & Instruments - 4.4%

Dae Duck Electronics Co. Ltd.

14,420

104,334

INTOPS Co. Ltd.

8,125

113,583

LG.Philips LCD Co. Ltd. ADR

18,800

254,740

Samsung SDI Co. Ltd.

3,000

270,657

743,314

Internet Software & Services - 1.8%

NHN Corp.

1,700

131,961

YBM Sisa.com, Inc.

14,600

169,540

301,501

Semiconductors & Semiconductor Equipment - 16.3%

Samsung Electronics Co. Ltd.

7,100

2,787,359

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Software - 2.2%

NCsoft Corp. (a)

4,020

$ 384,225

TOTAL INFORMATION TECHNOLOGY

4,216,399

MATERIALS - 7.0%

Chemicals - 1.5%

Honam Petrochemical Corp.

4,130

161,585

LG Petrochemical Co. Ltd.

4,000

97,186

258,771

Metals & Mining - 3.8%

POSCO

4,370

653,841

Paper & Forest Products - 1.7%

Hansol Paper Co. Ltd.

30,870

279,884

TOTAL MATERIALS

1,192,496

TELECOMMUNICATION SERVICES - 4.2%

Diversified Telecommunication Services - 0.8%

Hanaro Telecom, Inc. (a)

10,000

28,629

Lightron Fiber-Optic Devices, Inc.

13,636

111,451

140,080

Wireless Telecommunication Services - 3.4%

SK Telecom Co. Ltd.

3,650

572,197

TOTAL TELECOMMUNICATION SERVICES

712,277

UTILITIES - 1.5%

Electric Utilities - 0.5%

Korea Electric Power Corp.

4,000

82,716

Gas Utilities - 1.0%

Korea Gas Corp.

5,900

179,714

TOTAL UTILITIES

262,430

TOTAL COMMON STOCKS

(Cost $12,665,119)

17,338,047

Money Market Funds - 1.1%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 1.79% (b)
(Cost $190,413)

190,413

$ 190,413

TOTAL INVESTMENT PORTFOLIO - 102.9%

(Cost $12,855,532)

17,528,460

NET OTHER ASSETS - (2.9)%

(489,274)

NET ASSETS - 100%

$ 17,039,186

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $11,712,000 of which $10,198,000 and $1,514,000 will expire on October 31, 2006 and 2009, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (cost $12,855,532) - See accompanying schedule

$ 17,528,460

Receivable for investments sold

58,677

Receivable for fund shares sold

4,073

Interest receivable

541

Receivable from investment adviser for expense reductions

12,822

Other affiliated receivables

128

Total assets

17,604,701

Liabilities

Payable to custodian bank

$ 33,906

Payable for investments purchased

83,600

Payable for fund shares redeemed

332,427

Accrued management fee

11,957

Distribution fees payable

5,932

Other affiliated payables

8,039

Other payables and accrued expenses

89,654

Total liabilities

565,515

Net Assets

$ 17,039,186

Net Assets consist of:

Paid in capital

$ 24,123,980

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

(11,757,434)

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

4,672,640

Net Assets

$ 17,039,186

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($12,309,303 ÷ 1,032,142 shares)

$ 11.93

Maximum offering price per share (100/94.25 of $11.93)

$ 12.66

Class T:
Net Asset Value
and redemption price per share ($1,382,689 ÷ 117,343 shares)

$ 11.78

Maximum offering price per share (100/96.50 of $11.78)

$ 12.21

Class B:
Net Asset Value
and offering price per share ($2,278,638 ÷ 197,703 shares) A

$ 11.53

Class C:
Net Asset Value
and offering price per share ($759,120 ÷ 65,815 shares) A

$ 11.53

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($309,436 ÷ 25,652 shares)

$ 12.06

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 297,132

Interest

147

297,279

Less foreign taxes withheld

(49,095)

Total income

248,184

Expenses

Management fee

$ 136,558

Transfer agent fees

64,717

Distribution fees

66,733

Accounting fees and expenses

37,506

Non-interested trustees' compensation

84

Custodian fees and expenses

29,318

Registration fees

63,766

Audit

73,126

Legal

4,624

Miscellaneous

17,328

Total expenses before reductions

493,760

Expense reductions

(138,006)

355,754

Net investment income (loss)

(107,570)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

2,009,024

Foreign currency transactions

(23,002)

Total net realized gain (loss)

1,986,022

Change in net unrealized appreciation (depreciation) on:

Investment securities

(866,529)

Assets and liabilities in foreign currencies

6,977

Total change in net unrealized appreciation (depreciation)

(859,552)

Net gain (loss)

1,126,470

Net increase (decrease) in net assets resulting from operations

$ 1,018,900

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (107,570)

$ 3,878

Net realized gain (loss)

1,986,022

3,517,635

Change in net unrealized appreciation
(depreciation)

(859,552)

(755,932)

Net increase (decrease) in net assets resulting
from operations

1,018,900

2,765,581

Share transactions - net increase (decrease)

715,711

(6,380,457)

Redemption fees

10,827

-

Total increase (decrease) in net assets

1,745,438

(3,614,876)

Net Assets

Beginning of period

15,293,748

18,908,624

End of period (including undistributed net investment income of $0 and undistributed net investment income of $2,115, respectively)

$ 17,039,186

$ 15,293,748

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 G, I

Selected Per-Share Data

Net asset value, beginning of period

$ 11.07

$ 9.05

$ 6.70

$ 7.38

$ 8.99

$ 10.78

Income from Investment Operations

Net investment income (loss) E

(.06)

.01

(.11)

- J

(.01)

(.09)

Net realized and unrealized gain (loss)

.91

2.01

2.46

(.69)

(1.62)

(1.97)

Total from investment operations

.85

2.02

2.35

(.69)

(1.63)

(2.06)

Redemption fees added to paid in capital E

.01

-

-

.01

.02

.27

Net asset value,
end of period

$ 11.93

$ 11.07

$ 9.05

$ 6.70

$ 7.38

$ 8.99

Total Return B, C, D

7.77%

22.32%

35.07%

(9.21)%

(17.91)%

(16.60)%

Ratios to Average Net Assets F

Expenses before expense reductions

2.76%

2.85%

2.48%

3.31%

2.31% A

1.97%

Expenses net of voluntary waivers, if any

2.00%

2.00%

2.08%

2.10%

2.10% A

1.91%

Expenses net of all reductions

2.00%

2.00%

2.06%

2.08%

2.10% A

1.89%

Net investment income (loss)

(.50)%

.12%

(1.10)%

(.04)%

(1.71)%A

(.73)%

Supplemental Data

Net assets,
end of period (000 omitted)

$ 12,309

$ 12,187

$ 11,946

$ 11,747

$ 19,279

$ 25,017

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G For the year ended September 30.

H One month ended October 31.

I Prior to July 3, 2000, the fund operated as a closed-end investment company. Shares of the fund existing at the time of its conversion to an open-ended management company were exchanged for Class A shares.

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

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.96

$ 8.99

$ 6.67

$ 7.37

$ 8.99

$ 12.58

Income from Investment Operations

Net investment income (loss) E

(.09)

(.01)

(.14)

(.02)

(.01)

(.03)

Net realized and unrealized gain (loss)

.90

1.98

2.46

(.69)

(1.62) I

(3.87) I

Total from investment operations

.81

1.97

2.32

(.71)

(1.63)

(3.90)

Redemption fees added to paid in capital E

.01

-

-

.01

.01 I

.31I

Net asset value, end of period

$ 11.78

$ 10.96

$ 8.99

$ 6.67

$ 7.37

$ 8.99

Total Return B, C, D

7.48%

21.91%

34.78%

(9.50)%

(18.02)%

(28.54)%

Ratios to Average Net Assets G

Expenses before expense reductions

3.54%

3.74%

3.02%

4.22%

2.50%A

2.55% A

Expenses net of voluntary waivers, if any

2.25%

2.25%

2.33%

2.35%

2.35%A

2.35% A

Expenses net of all reductions

2.25%

2.25%

2.31%

2.33%

2.35%A

2.32% A

Net investment income (loss)

(.75)%

(.13)%

(1.35)%

(.29)%

(1.96)A

(1.16)%A

Supplemental Data

Net assets, end of period
(000 omitted)

$ 1,383

$ 1,223

$ 2,718

$ 343

$ 473

$ 108

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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

H One month ended October 31.

I Per share amounts have been reclassified to permit comparison with current year presentation.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.78

$ 8.88

$ 6.62

$ 7.36

$ 8.98

$ 12.58

Income from Investment Operations

Net investment income (loss) E

(.14)

(.06)

(.19)

(.05)

(.02)

(.04)

Net realized and unrealized gain (loss)

.88

1.96

2.45

(.69)

(1.62) I

(3.89) I

Total from investment operations

.74

1.90

2.26

(.74)

(1.64)

(3.93)

Redemption fees added to paid in capital E

.01

-

-

- J

.02 I

.33 I

Net asset value, end of period

$ 11.53

$ 10.78

$ 8.88

$ 6.62

$ 7.36

$ 8.98

Total Return B, C, D

6.96%

21.40%

34.14%

(10.05)%

(18.04)%

(28.62)%

Ratios to Average Net Assets G

Expenses before expense reductions

3.63%

4.08%

3.48%

4.66%

2.96% A

3.03% A

Expenses net of voluntary waivers, if any

2.75%

2.75%

2.83%

2.85%

2.85% A

2.85% A

Expenses net of all reductions

2.75%

2.75%

2.81%

2.83%

2.85% A

2.83% A

Net investment income (loss)

(1.25)%

(.63)%

(1.85)%

(.79)%

(2.45)% A

(1.67)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,279

$ 1,175

$ 1,313

$ 282

$ 83

$ 80

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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

H One month ended October 31.

I Per share amounts have been reclassified to permit comparison with current year presentation.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.79

$ 8.89

$ 6.62

$ 7.36

$ 8.98

$ 12.58

Income from Investment Operations

Net investment income (loss) E

(.14)

(.06)

(.19)

(.06)

(.02)

(.04)

Net realized and unrealized gain (loss)

.87

1.96

2.46

(.69)

(1.62) I

(3.89) I

Total from investment operations

.73

1.90

2.27

(.75)

(1.64)

(3.93)

Redemption fees added to paid in capital E

.01

-

-

.01

.02 I

.33 I

Net asset value, end of period

$ 11.53

$ 10.79

$ 8.89

$ 6.62

$ 7.36

$ 8.98

Total Return B, C, D

6.86%

21.37%

34.29%

(10.05)%

(18.04)%

(28.62)%

Ratios to Average Net Assets G

Expenses before expense reductions

3.63%

3.82%

3.35%

4.41%

2.91% A

3.01% A

Expenses net of voluntary waivers, if any

2.75%

2.75%

2.83%

2.85%

2.85% A

2.85% A

Expenses net of all reductions

2.75%

2.75%

2.81%

2.83%

2.85% A

2.82% A

Net investment income (loss)

(1.25)%

(.63)%

(1.85)%

(.79)%

(2.46)% A

(1.66)% A

Supplemental Data

Net assets, end of
period (000 omitted)

$ 759

$ 531

$ 804

$ 127

$ 82

$ 90

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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

H One month ended October 31.

I Per share amounts have been reclassified to permit comparison with current year presentation.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000 G

2000 E

Selected Per-Share Data

Net asset value, beginning of period

$ 11.16

$ 9.11

$ 6.72

$ 7.39

$ 8.99

$ 12.58

Income from Investment Operations

Net investment income (loss) D

(.03)

.04

(.08)

.01

(.01)

(.01)

Net realized and unrealized gain (loss)

.92

2.01

2.47

(.69)

(1.63) H

(3.67) H

Total from investment operations

.89

2.05

2.39

(.68)

(1.64)

(3.68)

Redemption fees added to paid in capital D

.01

-

-

.01

.04 H

.09H

Net asset value, end of period

$ 12.06

$ 11.16

$ 9.11

$ 6.72

$ 7.39

$ 8.99

Total Return B, C

8.06%

22.50%

35.57%

(9.07)%

(17.80)%

(28.54)%

Ratios to Average Net Assets F

Expenses before expense reductions

2.74%

3.11%

2.22%

3.08%

1.77% A

2.54% A

Expenses net of voluntary waivers, if any

1.75%

1.75%

1.81%

1.85%

1.77% A

1.85% A

Expenses net of all reductions

1.75%

1.75%

1.80%

1.83%

1.77% A

1.84% A

Net investment income (loss)

(.25)%

.38%

(.84)%

.21%

(1.38)% A

(.68)% A

Supplemental Data

Net assets, end of
period (000 omitted)

$ 309

$ 177

$ 2,127

$ 53

$ 59

$ 71

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary 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.

G One month ended October 31.

H Per share amounts have been reclassified to permit comparison with current year presentation.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Korea Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 5,151,435

Unrealized depreciation

(523,749)

Net unrealized appreciation (depreciation)

4,627,686

Capital loss carryforward

(11,712,476)

Cost for federal income tax purposes

$ 12,900,774

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $13,407,826 and $12,306,905, respectively.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the fund's average net assets and a group fee rate that averaged .28% 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 .83% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 29,514

$ 9,007

Class T

.25%

.25%

7,300

-

Class B

.75%

.25%

21,504

16,166

Class C

.75%

.25%

8,415

3,308

$ 66,733

$ 28,481

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained
by FDC

Class A

$ 2,810

Class T

1,815

Class B*

5,416

Class C*

920

$ 10,961

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

Annual Report

4. Fees and Other Transactions with Affiliates - continued

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

Amount

% of
Average
Net Assets

Class A

$ 37,439

.32

Class T

12,402

.85

Class B

9,526

.44

Class C

3,788

.45

Institutional Class

1,562

.55

$ 64,717

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $5,374 for the period.

5. Committed Line of Credit.

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

Annual Report

Notes to Financial Statements - continued

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

2.00%

$ 89,455

Class T

2.25%

18,835

Class B

2.75%

18,979

Class C

2.75%

7,477

Institutional Class

1.75%

2,808

$ 137,554

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 $452 for the period.

7. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

243,925

317,514

$ 2,838,470

$ 2,906,744

Shares redeemed

(312,852)

(535,903)

(3,676,474)

(4,813,185)

Net increase (decrease)

(68,927)

(218,389)

$ (838,004)

$ (1,906,441)

Class T

Shares sold

94,135

147,380

$ 1,118,099

$ 1,320,524

Shares redeemed

(88,346)

(338,262)

(1,003,940)

(3,064,555)

Net increase (decrease)

5,789

(190,882)

$ 114,159

$ (1,744,031)

Class B

Shares sold

143,403

79,802

$ 1,688,670

$ 710,423

Shares redeemed

(54,732)

(118,643)

(613,318)

(1,044,873)

Net increase (decrease)

88,671

(38,841)

$ 1,075,352

$ (334,450)

Class C

Shares sold

77,081

226,057

$ 912,390

$ 1,972,745

Shares redeemed

(60,516)

(267,241)

(669,935)

(2,338,950)

Net increase (decrease)

16,565

(41,184)

$ 242,455

$ (366,205)

Institutional Class

Shares sold

62,223

614,424

$ 765,799

$ 5,805,729

Shares redeemed

(52,454)

(832,130)

(644,050)

(7,835,059)

Net increase (decrease)

9,769

(217,706)

$ 121,749

$ (2,029,330)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Korea Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Korea Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Korea Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research
(Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Korea (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of
the Institute of Electrical and Electronics Engineers (IEEE) (2000).
Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of
the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously,
Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Korea. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Korea. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Korea. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Korea. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Korea. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Korea. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Korea. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1994

Assistant Treasurer of Advisor Korea. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Korea. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

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

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Korea. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Korea. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,411.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 3

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes

% of
Votes

Affirmative

6,141,200.46

70.530

Against

867,597.41

9.964

Abstain

309,796.44

3.558

Broker
Non-Votes

1,388,628.74

15.948

TOTAL

8,707,223.05

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

6,111,475.71

70.189

Against

910,898.25

10.461

Abstain

296,220.35

3.402

Broker
Non-Votes

1,388,628.74

15.948

TOTAL

8,707,223.05

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

AKOR-UANN-1204
1.784758.101

(Fidelity Investment logo)(registered trademark)
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82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Korea
Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

14

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

Notes

23

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

29

Trustees and Officers

30

Proxy Voting Results

42

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Past 10
years

Institutional Class A

8.06%

1.64%

-0.97%

A Institutional Class shares are sold to eligible investors without a sales load or 12b-1 fee. The initial offering of Institutional Class shares took place on July 3, 2000. Returns between October 31, 1994 and June 30, 2000 are those of Fidelity Advisor Korea Fund, Inc., (the Closed-End Fund). On June 30, 2000, the Closed-End Fund reorganized as an open-end fund through a transfer of all of its assets and liabilities to Fidelity Advisor Korea Fund (the fund). Shareholders of the Closed-End Fund received Class A shares of the fund in exchange for their shares of the Closed-End fund. If the effect of Institutional Class expenses was reflected, returns may be lower than shown because Institutional Class shares of the fund may have higher total expenses than the Closed-End Fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Korea Fund - Institutional Class on October 31, 1994. The chart shows how the value of your investment would have changed, and also shows how the Korea Composite Stock Price Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Agus Tandiono, Portfolio Manager of Fidelity® Advisor Korea Fund

Although the Korea Composite Stock Price Index (KOSPI) turned in a decent gain for the period overall, there was considerable volatility during the second half of the period. Concerns about the Chinese government's intention to slow that nation's economy triggered a steep drop in late April and early May, as the KOSPI declined by more than 200 points to roughly 720. Then, when it appeared that the worst fears about the China situation probably would not be realized, the KOSPI began a rally that extended through the end of the period and carried it back to roughly the 835 level. Although the rally wasn't strong enough to bring the index back to the levels it reached prior to the spring decline, the Korean won's appreciation versus the U.S. dollar boosted dollar-denominated returns, enabling the index to post a small positive return for the final six months and a gain for the one-year period overall.

For the 12 months ending October 31, 2004, the fund's Institutional Class shares returned 8.06%, versus 13.34% for the Korea Composite Stock Price Index (KOSPI) and 10.96% for the LipperSM Pacific Region ex Japan Funds Average. I overweighted software and, to a lesser degree, technology hardware, as those stocks are driven more by product cycles and are less subject to overall economic conditions. Nonetheless, those overweightings were a drag on performance relative to the KOSPI during the period. ReignCom Ltd., a maker of MP3 digital music players, was the fund's largest detractor in absolute terms. Wireless handset maker Curitel Communications also struggled, as its profit margins suffered due to industrywide price cuts. On the other hand, I underweighted semiconductors while overweighting financial stocks - both timely decisions. Shinhan Financial Group and Hana Bank were two financial services holdings that aided performance. Both were helped by a domestic economy expected to grow by roughly 5% in 2004, along with a decline in non-performing consumer and business loans.

Notes to shareholders: Fidelity Advisor Korea Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Korean market. As of October 31, 2004, the fund did not have more than 25% of its total assets invested in any one industry.

Michael Gordon became Portfolio Manager of Fidelity Advisor Korea Fund on December 1, 2004.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Annual Report

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

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 955.20

$ 9.83

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class T

Actual

$ 1,000.00

$ 953.80

$ 11.05

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Class B

Actual

$ 1,000.00

$ 952.10

$ 13.49

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Class C

Actual

$ 1,000.00

$ 951.30

$ 13.49

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Institutional Class

Actual

$ 1,000.00

$ 956.40

$ 8.61

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

2.00%

Class T

2.25%

Class B

2.75%

Class C

2.75%

Institutional Class

1.75%

Annual Report

Investment Changes

Top Ten Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Samsung Electronics Co. Ltd.

16.3

22.2

Shinhan Financial Group Co. Ltd.

6.6

6.0

SK Corp.

6.0

3.2

Kookmin Bank

5.9

8.2

LG Electronics, Inc.

5.1

6.5

Hana Bank

5.1

3.6

Hyundai Motor Co.

4.9

1.5

Shinsegae Co. Ltd.

4.6

3.5

POSCO

3.8

2.7

S-Oil Corp.

3.8

0.0

62.1

Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

24.7

34.5

Financials

22.1

22.8

Consumer Discretionary

18.0

20.3

Energy

9.8

3.2

Consumer Staples

9.1

2.4

Materials

7.0

3.8

Industrials

5.4

2.4

Telecommunication Services

4.2

7.7

Utilities

1.5

0.4

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 101.8%

Stocks 97.5%

Short-Term
Investments and
Net Other Assets* (1.8)%

Short-Term
Investments and
Net Other Assets 2.5%



*Short-term Investments and Net Other Assets are not included in the pie chart.

Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 101.8%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 18.0%

Auto Components - 2.2%

Hankook Tire Co. Ltd.

27,420

$ 253,503

Hyundai Mobis

2,490

127,670

381,173

Automobiles - 8.5%

Hyundai Motor Co.

17,290

838,631

Kia Motors Corp.

65,630

615,556

1,454,187

Household Durables - 5.7%

Entergisul Co. Ltd. (a)

5,500

93,345

LG Electronics, Inc.

15,410

869,953

963,298

Media - 0.5%

Cheil Communications, Inc.

640

84,609

Multiline Retail - 1.1%

Hyundai Department Store Co. Ltd.

6,170

179,120

TOTAL CONSUMER DISCRETIONARY

3,062,387

CONSUMER STAPLES - 9.1%

Beverages - 1.6%

Lotte Chilsung Beverage Co. Ltd.

380

261,367

Food & Staples Retailing - 4.6%

Shinsegae Co. Ltd.

2,800

787,852

Food Products - 1.7%

Nong Shim Co. Ltd.

1,396

293,042

Personal Products - 1.2%

AmorePacific Corp.

1,070

209,317

TOTAL CONSUMER STAPLES

1,551,578

ENERGY - 9.8%

Oil & Gas - 9.8%

S-Oil Corp.

12,750

643,479

SK Corp.

19,500

1,018,982

1,662,461

FINANCIALS - 22.1%

Commercial Banks - 19.0%

Hana Bank

34,820

869,334

Kookmin Bank (a)

29,870

997,890

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

Korea Exchange Bank (a)

35,610

$ 236,976

Shinhan Financial Group Co. Ltd.

57,112

1,124,895

3,229,095

Insurance - 3.1%

Samsung Fire & Marine Insurance Co. Ltd.

9,000

535,418

TOTAL FINANCIALS

3,764,513

INDUSTRIALS - 5.4%

Commercial Services & Supplies - 0.8%

INSUN ENT Co. Ltd.

7,045

126,489

Electrical Equipment - 0.3%

Kumho Electric Co. Ltd.

2,440

55,142

Industrial Conglomerates - 1.5%

LG Corp.

19,500

259,536

Machinery - 2.3%

Daewoo Shipbuilding & Marine Engineering Co. Ltd.

6,140

90,496

Hyundai Mipo Dockyard Co. Ltd. (a)

11,110

297,722

388,218

Marine - 0.5%

Hanjin Shipping Co. Ltd.

4,370

84,121

TOTAL INDUSTRIALS

913,506

INFORMATION TECHNOLOGY - 24.7%

Electronic Equipment & Instruments - 4.4%

Dae Duck Electronics Co. Ltd.

14,420

104,334

INTOPS Co. Ltd.

8,125

113,583

LG.Philips LCD Co. Ltd. ADR

18,800

254,740

Samsung SDI Co. Ltd.

3,000

270,657

743,314

Internet Software & Services - 1.8%

NHN Corp.

1,700

131,961

YBM Sisa.com, Inc.

14,600

169,540

301,501

Semiconductors & Semiconductor Equipment - 16.3%

Samsung Electronics Co. Ltd.

7,100

2,787,359

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Software - 2.2%

NCsoft Corp. (a)

4,020

$ 384,225

TOTAL INFORMATION TECHNOLOGY

4,216,399

MATERIALS - 7.0%

Chemicals - 1.5%

Honam Petrochemical Corp.

4,130

161,585

LG Petrochemical Co. Ltd.

4,000

97,186

258,771

Metals & Mining - 3.8%

POSCO

4,370

653,841

Paper & Forest Products - 1.7%

Hansol Paper Co. Ltd.

30,870

279,884

TOTAL MATERIALS

1,192,496

TELECOMMUNICATION SERVICES - 4.2%

Diversified Telecommunication Services - 0.8%

Hanaro Telecom, Inc. (a)

10,000

28,629

Lightron Fiber-Optic Devices, Inc.

13,636

111,451

140,080

Wireless Telecommunication Services - 3.4%

SK Telecom Co. Ltd.

3,650

572,197

TOTAL TELECOMMUNICATION SERVICES

712,277

UTILITIES - 1.5%

Electric Utilities - 0.5%

Korea Electric Power Corp.

4,000

82,716

Gas Utilities - 1.0%

Korea Gas Corp.

5,900

179,714

TOTAL UTILITIES

262,430

TOTAL COMMON STOCKS

(Cost $12,665,119)

17,338,047

Money Market Funds - 1.1%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 1.79% (b)
(Cost $190,413)

190,413

$ 190,413

TOTAL INVESTMENT PORTFOLIO - 102.9%

(Cost $12,855,532)

17,528,460

NET OTHER ASSETS - (2.9)%

(489,274)

NET ASSETS - 100%

$ 17,039,186

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $11,712,000 of which $10,198,000 and $1,514,000 will expire on October 31, 2006 and 2009, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (cost $12,855,532) - See accompanying schedule

$ 17,528,460

Receivable for investments sold

58,677

Receivable for fund shares sold

4,073

Interest receivable

541

Receivable from investment adviser for expense reductions

12,822

Other affiliated receivables

128

Total assets

17,604,701

Liabilities

Payable to custodian bank

$ 33,906

Payable for investments purchased

83,600

Payable for fund shares redeemed

332,427

Accrued management fee

11,957

Distribution fees payable

5,932

Other affiliated payables

8,039

Other payables and accrued expenses

89,654

Total liabilities

565,515

Net Assets

$ 17,039,186

Net Assets consist of:

Paid in capital

$ 24,123,980

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

(11,757,434)

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

4,672,640

Net Assets

$ 17,039,186

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($12,309,303 ÷ 1,032,142 shares)

$ 11.93

Maximum offering price per share (100/94.25 of $11.93)

$ 12.66

Class T:
Net Asset Value
and redemption price per share ($1,382,689 ÷ 117,343 shares)

$ 11.78

Maximum offering price per share (100/96.50 of $11.78)

$ 12.21

Class B:
Net Asset Value
and offering price per share ($2,278,638 ÷ 197,703 shares) A

$ 11.53

Class C:
Net Asset Value
and offering price per share ($759,120 ÷ 65,815 shares) A

$ 11.53

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($309,436 ÷ 25,652 shares)

$ 12.06

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 297,132

Interest

147

297,279

Less foreign taxes withheld

(49,095)

Total income

248,184

Expenses

Management fee

$ 136,558

Transfer agent fees

64,717

Distribution fees

66,733

Accounting fees and expenses

37,506

Non-interested trustees' compensation

84

Custodian fees and expenses

29,318

Registration fees

63,766

Audit

73,126

Legal

4,624

Miscellaneous

17,328

Total expenses before reductions

493,760

Expense reductions

(138,006)

355,754

Net investment income (loss)

(107,570)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

2,009,024

Foreign currency transactions

(23,002)

Total net realized gain (loss)

1,986,022

Change in net unrealized appreciation (depreciation) on:

Investment securities

(866,529)

Assets and liabilities in foreign currencies

6,977

Total change in net unrealized appreciation (depreciation)

(859,552)

Net gain (loss)

1,126,470

Net increase (decrease) in net assets resulting from operations

$ 1,018,900

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (107,570)

$ 3,878

Net realized gain (loss)

1,986,022

3,517,635

Change in net unrealized appreciation
(depreciation)

(859,552)

(755,932)

Net increase (decrease) in net assets resulting
from operations

1,018,900

2,765,581

Share transactions - net increase (decrease)

715,711

(6,380,457)

Redemption fees

10,827

-

Total increase (decrease) in net assets

1,745,438

(3,614,876)

Net Assets

Beginning of period

15,293,748

18,908,624

End of period (including undistributed net investment income of $0 and undistributed net investment income of $2,115, respectively)

$ 17,039,186

$ 15,293,748

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 G, I

Selected Per-Share Data

Net asset value, beginning of period

$ 11.07

$ 9.05

$ 6.70

$ 7.38

$ 8.99

$ 10.78

Income from Investment Operations

Net investment income (loss) E

(.06)

.01

(.11)

- J

(.01)

(.09)

Net realized and unrealized gain (loss)

.91

2.01

2.46

(.69)

(1.62)

(1.97)

Total from investment operations

.85

2.02

2.35

(.69)

(1.63)

(2.06)

Redemption fees added to paid in capital E

.01

-

-

.01

.02

.27

Net asset value,
end of period

$ 11.93

$ 11.07

$ 9.05

$ 6.70

$ 7.38

$ 8.99

Total Return B, C, D

7.77%

22.32%

35.07%

(9.21)%

(17.91)%

(16.60)%

Ratios to Average Net Assets F

Expenses before expense reductions

2.76%

2.85%

2.48%

3.31%

2.31% A

1.97%

Expenses net of voluntary waivers, if any

2.00%

2.00%

2.08%

2.10%

2.10% A

1.91%

Expenses net of all reductions

2.00%

2.00%

2.06%

2.08%

2.10% A

1.89%

Net investment income (loss)

(.50)%

.12%

(1.10)%

(.04)%

(1.71)%A

(.73)%

Supplemental Data

Net assets,
end of period (000 omitted)

$ 12,309

$ 12,187

$ 11,946

$ 11,747

$ 19,279

$ 25,017

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G For the year ended September 30.

H One month ended October 31.

I Prior to July 3, 2000, the fund operated as a closed-end investment company. Shares of the fund existing at the time of its conversion to an open-ended management company were exchanged for Class A shares.

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

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.96

$ 8.99

$ 6.67

$ 7.37

$ 8.99

$ 12.58

Income from Investment Operations

Net investment income (loss) E

(.09)

(.01)

(.14)

(.02)

(.01)

(.03)

Net realized and unrealized gain (loss)

.90

1.98

2.46

(.69)

(1.62) I

(3.87) I

Total from investment operations

.81

1.97

2.32

(.71)

(1.63)

(3.90)

Redemption fees added to paid in capital E

.01

-

-

.01

.01 I

.31I

Net asset value, end of period

$ 11.78

$ 10.96

$ 8.99

$ 6.67

$ 7.37

$ 8.99

Total Return B, C, D

7.48%

21.91%

34.78%

(9.50)%

(18.02)%

(28.54)%

Ratios to Average Net Assets G

Expenses before expense reductions

3.54%

3.74%

3.02%

4.22%

2.50%A

2.55% A

Expenses net of voluntary waivers, if any

2.25%

2.25%

2.33%

2.35%

2.35%A

2.35% A

Expenses net of all reductions

2.25%

2.25%

2.31%

2.33%

2.35%A

2.32% A

Net investment income (loss)

(.75)%

(.13)%

(1.35)%

(.29)%

(1.96)A

(1.16)%A

Supplemental Data

Net assets, end of period
(000 omitted)

$ 1,383

$ 1,223

$ 2,718

$ 343

$ 473

$ 108

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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

H One month ended October 31.

I Per share amounts have been reclassified to permit comparison with current year presentation.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.78

$ 8.88

$ 6.62

$ 7.36

$ 8.98

$ 12.58

Income from Investment Operations

Net investment income (loss) E

(.14)

(.06)

(.19)

(.05)

(.02)

(.04)

Net realized and unrealized gain (loss)

.88

1.96

2.45

(.69)

(1.62) I

(3.89) I

Total from investment operations

.74

1.90

2.26

(.74)

(1.64)

(3.93)

Redemption fees added to paid in capital E

.01

-

-

- J

.02 I

.33 I

Net asset value, end of period

$ 11.53

$ 10.78

$ 8.88

$ 6.62

$ 7.36

$ 8.98

Total Return B, C, D

6.96%

21.40%

34.14%

(10.05)%

(18.04)%

(28.62)%

Ratios to Average Net Assets G

Expenses before expense reductions

3.63%

4.08%

3.48%

4.66%

2.96% A

3.03% A

Expenses net of voluntary waivers, if any

2.75%

2.75%

2.83%

2.85%

2.85% A

2.85% A

Expenses net of all reductions

2.75%

2.75%

2.81%

2.83%

2.85% A

2.83% A

Net investment income (loss)

(1.25)%

(.63)%

(1.85)%

(.79)%

(2.45)% A

(1.67)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,279

$ 1,175

$ 1,313

$ 282

$ 83

$ 80

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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

H One month ended October 31.

I Per share amounts have been reclassified to permit comparison with current year presentation.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000 H

2000 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.79

$ 8.89

$ 6.62

$ 7.36

$ 8.98

$ 12.58

Income from Investment Operations

Net investment income (loss) E

(.14)

(.06)

(.19)

(.06)

(.02)

(.04)

Net realized and unrealized gain (loss)

.87

1.96

2.46

(.69)

(1.62) I

(3.89) I

Total from investment operations

.73

1.90

2.27

(.75)

(1.64)

(3.93)

Redemption fees added to paid in capital E

.01

-

-

.01

.02 I

.33 I

Net asset value, end of period

$ 11.53

$ 10.79

$ 8.89

$ 6.62

$ 7.36

$ 8.98

Total Return B, C, D

6.86%

21.37%

34.29%

(10.05)%

(18.04)%

(28.62)%

Ratios to Average Net Assets G

Expenses before expense reductions

3.63%

3.82%

3.35%

4.41%

2.91% A

3.01% A

Expenses net of voluntary waivers, if any

2.75%

2.75%

2.83%

2.85%

2.85% A

2.85% A

Expenses net of all reductions

2.75%

2.75%

2.81%

2.83%

2.85% A

2.82% A

Net investment income (loss)

(1.25)%

(.63)%

(1.85)%

(.79)%

(2.46)% A

(1.66)% A

Supplemental Data

Net assets, end of
period (000 omitted)

$ 759

$ 531

$ 804

$ 127

$ 82

$ 90

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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

H One month ended October 31.

I Per share amounts have been reclassified to permit comparison with current year presentation.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000 G

2000 E

Selected Per-Share Data

Net asset value, beginning of period

$ 11.16

$ 9.11

$ 6.72

$ 7.39

$ 8.99

$ 12.58

Income from Investment Operations

Net investment income (loss) D

(.03)

.04

(.08)

.01

(.01)

(.01)

Net realized and unrealized gain (loss)

.92

2.01

2.47

(.69)

(1.63) H

(3.67) H

Total from investment operations

.89

2.05

2.39

(.68)

(1.64)

(3.68)

Redemption fees added to paid in capital D

.01

-

-

.01

.04 H

.09H

Net asset value, end of period

$ 12.06

$ 11.16

$ 9.11

$ 6.72

$ 7.39

$ 8.99

Total Return B, C

8.06%

22.50%

35.57%

(9.07)%

(17.80)%

(28.54)%

Ratios to Average Net Assets F

Expenses before expense reductions

2.74%

3.11%

2.22%

3.08%

1.77% A

2.54% A

Expenses net of voluntary waivers, if any

1.75%

1.75%

1.81%

1.85%

1.77% A

1.85% A

Expenses net of all reductions

1.75%

1.75%

1.80%

1.83%

1.77% A

1.84% A

Net investment income (loss)

(.25)%

.38%

(.84)%

.21%

(1.38)% A

(.68)% A

Supplemental Data

Net assets, end of
period (000 omitted)

$ 309

$ 177

$ 2,127

$ 53

$ 59

$ 71

Portfolio turnover rate

77%

127%

60%

36%

121% A

39%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E For the period July 3, 2000 (commencement of sale of shares) to September 30, 2000.

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of any voluntary 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.

G One month ended October 31.

H Per share amounts have been reclassified to permit comparison with current year presentation.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Korea Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 5,151,435

Unrealized depreciation

(523,749)

Net unrealized appreciation (depreciation)

4,627,686

Capital loss carryforward

(11,712,476)

Cost for federal income tax purposes

$ 12,900,774

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $13,407,826 and $12,306,905, respectively.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the fund's average net assets and a group fee rate that averaged .28% 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 .83% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 29,514

$ 9,007

Class T

.25%

.25%

7,300

-

Class B

.75%

.25%

21,504

16,166

Class C

.75%

.25%

8,415

3,308

$ 66,733

$ 28,481

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained
by FDC

Class A

$ 2,810

Class T

1,815

Class B*

5,416

Class C*

920

$ 10,961

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

Annual Report

4. Fees and Other Transactions with Affiliates - continued

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

Amount

% of
Average
Net Assets

Class A

$ 37,439

.32

Class T

12,402

.85

Class B

9,526

.44

Class C

3,788

.45

Institutional Class

1,562

.55

$ 64,717

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $5,374 for the period.

5. Committed Line of Credit.

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

Annual Report

Notes to Financial Statements - continued

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

2.00%

$ 89,455

Class T

2.25%

18,835

Class B

2.75%

18,979

Class C

2.75%

7,477

Institutional Class

1.75%

2,808

$ 137,554

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 $452 for the period.

7. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

243,925

317,514

$ 2,838,470

$ 2,906,744

Shares redeemed

(312,852)

(535,903)

(3,676,474)

(4,813,185)

Net increase (decrease)

(68,927)

(218,389)

$ (838,004)

$ (1,906,441)

Class T

Shares sold

94,135

147,380

$ 1,118,099

$ 1,320,524

Shares redeemed

(88,346)

(338,262)

(1,003,940)

(3,064,555)

Net increase (decrease)

5,789

(190,882)

$ 114,159

$ (1,744,031)

Class B

Shares sold

143,403

79,802

$ 1,688,670

$ 710,423

Shares redeemed

(54,732)

(118,643)

(613,318)

(1,044,873)

Net increase (decrease)

88,671

(38,841)

$ 1,075,352

$ (334,450)

Class C

Shares sold

77,081

226,057

$ 912,390

$ 1,972,745

Shares redeemed

(60,516)

(267,241)

(669,935)

(2,338,950)

Net increase (decrease)

16,565

(41,184)

$ 242,455

$ (366,205)

Institutional Class

Shares sold

62,223

614,424

$ 765,799

$ 5,805,729

Shares redeemed

(52,454)

(832,130)

(644,050)

(7,835,059)

Net increase (decrease)

9,769

(217,706)

$ 121,749

$ (2,029,330)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Korea Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Korea Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Korea Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research
(Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Korea (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of
the Institute of Electrical and Electronics Engineers (IEEE) (2000).
Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of
the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously,
Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Korea. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Korea. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Korea. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Korea. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Korea. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Korea. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Korea. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1994

Assistant Treasurer of Advisor Korea. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Korea. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

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

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Korea. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Korea. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 3

To amend the fund's fundamental investment limitation concerning underwriting.

# of
Votes

% of
Votes

Affirmative

6,141,200.46

70.530

Against

867,597.41

9.964

Abstain

309,796.44

3.558

Broker
Non-Votes

1,388,628.74

15.948

TOTAL

8,707,223.05

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

6,111,475.71

70.189

Against

910,898.25

10.461

Abstain

296,220.35

3.402

Broker
Non-Votes

1,388,628.74

15.948

TOTAL

8,707,223.05

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

AKORI-UANN-1204
1.784759.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Value Leaders

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

22

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

Notes

31

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

38

Distributions

39

Trustees and Officers

40

Proxy Voting Results

50

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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 website at http://www.sec.gov. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Life of
fund
A

Class A (incl. 5.75% sales charge)

6.34%

7.37%

Class T (incl. 3.50% sales charge)

8.70%

9.02%

Class B (incl. contingent deferred
sales charge) B

7.09%

8.52%

Class C (incl. contingent deferred
sales charge) C

10.99%

11.26%

A From June 17, 2003.

B Class B shares' contingent deferred sales charge included in the past one year and life of fund total return figures are 5% and 4%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year and life of fund total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Value Leaders Fund - Class T on June 17, 2003, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have grown, and also shows how the Russell 1000® Value Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Brian Hogan, Portfolio Manager of Fidelity® Advisor Value Leaders Fund

Stock market turbulence gave investors a bumpy ride during the 12-month period ending October 31, 2004, but nearly all of the popular equity performance measures landed safely in positive territory for the year. The period started well, as the Standard & Poor's 500SM Index (S&P 500®) reeled off four consecutive months of gains from November 2003 through February 2004. An improving domestic economy and better corporate profits were key contributors to the broad market rally. But equities mostly trended downward from there, as oil prices surged to more than $50 per barrel and the Federal Reserve Board enacted three interest rate hikes, raising the fed funds target rate from 1.00% to 1.75%. Meanwhile, job growth fell below expectations and investors seemed to adopt a wait-and-see mode regarding the outcome of the November presidential election. Despite all the obstacles, most equity benchmarks clung to their early gains. The S&P 500 returned 9.42%, the Dow Jones Industrial AverageSM rose 4.46% and the tech-heavy NASDAQ Composite® Index advanced 2.68%.

For the one-year period that ended October 31, 2004, the fund's Class A, Class T, Class B and Class C shares returned 12.83%, 12.64%, 12.09% and 11.99%, respectively. During the same period, the Russell 1000® Value Index returned 15.45%, while the LipperSM Growth Funds Average returned 5.98%. My positioning in strong-performing Exxon Mobil was the fund's largest detractor versus the index. I did own some of the company - just not enough of it, and that took a big toll on performance relative to the Russell index. Another detractor was Clear Channel Communications, which owns 1,200 radio stations and whose stock declined after its revenues didn't meet expectations. On the positive side, Tyco International was the fund's top contributor on both an absolute and relative basis. The company benefited from its new management team, reduced its gross debt by over $7 billion and generated more cash than had been anticipated. Another key contributor was Nucor Corporation, the largest U.S. steel maker. Its stock continued to rise as the company significantly exceeded consensus earnings estimates due to better-than-expected pricing and continued strong product demand.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,044.60

$ 7.71

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

Class T

Actual

$ 1,000.00

$ 1,044.80

$ 8.99

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class B

Actual

$ 1,000.00

$ 1,042.30

$ 11.55

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class C

Actual

$ 1,000.00

$ 1,041.40

$ 11.55

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Institutional Class

Actual

$ 1,000.00

$ 1,047.20

$ 6.43

HypotheticalA

$ 1,000.00

$ 1,018.64

$ 6.36

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.50%

Class T

1.75%

Class B

2.25%

Class C

2.25%

Institutional Class

1.25%

Annual Report

Investment Changes

Top Ten Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

General Electric Co.

6.2

1.6

Exxon Mobil Corp.

4.0

3.0

Bank of America Corp.

3.5

2.8

American International Group, Inc.

2.9

2.9

Honeywell International, Inc.

2.4

1.6

SBC Communications, Inc.

2.2

2.0

Tyco International Ltd.

1.8

2.2

Baxter International, Inc.

1.8

0.8

Microsoft Corp.

1.7

1.3

Citigroup, Inc.

1.6

2.3

28.1

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.8

22.0

Industrials

19.4

14.0

Energy

12.7

12.5

Consumer Discretionary

10.1

14.3

Health Care

8.4

8.0

Asset Allocation (% of fund's net assets)

As of October 31, 2004*

As of April 30, 2004**

Stocks 98.0%

Stocks 97.9%

Short-Term
Investments and
Net Other Assets 2.0%

Short-Term
Investments and
Net Other Assets 2.1%

* Foreign investments

4.1%

** Foreign investments

4.1%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 98.0%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 10.1%

Auto Components - 0.1%

Amerigon, Inc. (a)

10,000

$ 31,700

Hotels, Restaurants & Leisure - 1.0%

McDonald's Corp.

7,600

221,540

Wendy's International, Inc.

600

20,022

241,562

Household Durables - 1.3%

Centex Corp.

2,100

109,074

KB Home

1,200

98,700

LG Electronics, Inc.

450

25,404

Sony Corp. sponsored ADR

800

27,880

Techtronic Industries Co. Ltd.

21,000

41,818

302,876

Leisure Equipment & Products - 0.4%

Brunswick Corp.

500

23,460

Eastman Kodak Co.

1,900

57,532

80,992

Media - 4.7%

Cablevision Systems Corp. - NY Group Class A (a)

1,500

30,870

Clear Channel Communications, Inc.

1,920

64,128

DreamWorks Animation SKG, Inc. Class A

100

3,905

Emmis Communications Corp. Class A (a)

2,200

41,140

Fox Entertainment Group, Inc. Class A (a)

1,700

50,422

Grupo Televisa SA de CV sponsored ADR

1,300

71,500

Lamar Advertising Co. Class A (a)

1,164

48,213

Liberty Media Corp. Class A (a)

6,000

53,520

News Corp. Ltd. sponsored ADR

1,238

38,923

NTL, Inc. (a)

326

21,682

Omnicom Group, Inc.

400

31,560

Salem Communications Corp. Class A (a)

950

23,750

The DIRECTV Group, Inc. (a)

3,734

62,619

Time Warner, Inc. (a)

5,600

93,184

Univision Communications, Inc. Class A (a)

1,200

37,152

Valassis Communications, Inc. (a)

600

20,628

Viacom, Inc. Class B (non-vtg.)

6,334

231,128

Walt Disney Co.

6,000

151,320

1,075,644

Multiline Retail - 0.6%

99 Cents Only Stores (a)

2,800

43,148

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Multiline Retail - continued

JCPenney Co., Inc.

1,900

$ 65,721

Nordstrom, Inc.

700

30,226

139,095

Specialty Retail - 1.8%

American Eagle Outfitters, Inc.

1,500

61,320

Blockbuster, Inc.:

Class A

3

20

Class B

3

19

CarMax, Inc. (a)

2,300

60,582

Home Depot, Inc.

3,600

147,888

Sonic Automotive, Inc. Class A (sub. vtg.)

2,100

42,483

The Pep Boys - Manny, Moe & Jack

800

11,376

Toys 'R' Us, Inc. (a)

4,700

84,647

408,335

Textiles Apparel & Luxury Goods - 0.2%

Deckers Outdoor Corp. (a)

1,300

49,218

TOTAL CONSUMER DISCRETIONARY

2,329,422

CONSUMER STAPLES - 3.4%

Beverages - 0.4%

Efes Breweries International NV unit (a)(b)

800

22,200

PepsiCo, Inc.

1,600

79,328

101,528

Food & Staples Retailing - 0.5%

Albertsons, Inc.

1,700

38,777

Safeway, Inc. (a)

4,300

78,432

117,209

Food Products - 0.3%

Bunge Ltd.

800

38,184

McCormick & Co., Inc. (non-vtg.)

400

14,172

Smithfield Foods, Inc. (a)

700

16,961

69,317

Household Products - 0.3%

Clorox Co.

600

32,760

Procter & Gamble Co.

800

40,944

73,704

Personal Products - 0.3%

Gillette Co.

1,480

61,390

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER STAPLES - continued

Tobacco - 1.6%

Altria Group, Inc.

7,530

$ 364,904

TOTAL CONSUMER STAPLES

788,052

ENERGY - 12.7%

Energy Equipment & Services - 4.0%

Baker Hughes, Inc.

1,500

64,245

ENSCO International, Inc.

2,910

88,901

GlobalSantaFe Corp.

3,000

88,500

Halliburton Co.

3,700

137,048

National-Oilwell, Inc. (a)

400

13,484

Pride International, Inc. (a)

7,800

144,144

Rowan Companies, Inc. (a)

1,200

30,636

Smith International, Inc. (a)

600

34,848

Transocean, Inc. (a)

3,900

137,475

Varco International, Inc. (a)

3,900

107,952

Weatherford International Ltd. (a)

1,430

74,732

921,965

Oil & Gas - 8.7%

Apache Corp.

1,600

81,120

BP PLC sponsored ADR

2,000

116,500

Burlington Resources, Inc.

2,900

120,350

ChevronTexaco Corp.

5,400

286,524

ConocoPhillips

1,700

143,327

Encore Acquisition Co. (a)

1,000

32,650

Exxon Mobil Corp.

18,870

928,781

Occidental Petroleum Corp.

2,100

117,243

Premcor, Inc. (a)

1,300

50,752

Quicksilver Resources, Inc. (a)

2,400

75,912

Valero Energy Corp.

1,000

42,970

1,996,129

TOTAL ENERGY

2,918,094

FINANCIALS - 21.8%

Capital Markets - 3.5%

Bear Stearns Companies, Inc.

1,200

113,700

Calamos Asset Management, Inc. Class A

100

1,950

Lehman Brothers Holdings, Inc.

1,400

115,010

Merrill Lynch & Co., Inc.

5,500

296,670

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Capital Markets - continued

Morgan Stanley

5,200

$ 265,668

TradeStation Group, Inc. (a)

3,100

19,189

812,187

Commercial Banks - 6.4%

Banco Bradesco SA sponsored ADR

700

42,609

Bank of America Corp.

17,842

799,143

SouthTrust Corp.

3,100

135,067

Texas Capital Bancshares, Inc. (a)

900

17,793

UCBH Holdings, Inc.

500

21,545

Wachovia Corp.

6,800

334,628

Wells Fargo & Co.

1,850

110,482

1,461,267

Consumer Finance - 0.5%

Capital One Financial Corp.

900

66,384

MBNA Corp.

1,900

48,697

115,081

Diversified Financial Services - 2.5%

Citigroup, Inc.

8,400

372,708

J.P. Morgan Chase & Co.

5,340

206,124

578,832

Insurance - 6.0%

ACE Ltd.

4,400

167,464

AFLAC, Inc.

2,300

82,524

AMBAC Financial Group, Inc.

1,110

86,647

American International Group, Inc.

11,140

676,309

Hartford Financial Services Group, Inc.

1,100

64,328

Hilb Rogal & Hobbs Co.

2,200

69,740

MetLife, Inc.

1,700

65,195

Scottish Re Group Ltd.

300

6,750

W.R. Berkley Corp.

2,500

106,850

XL Capital Ltd. Class A

700

50,750

1,376,557

Real Estate - 1.3%

Apartment Investment & Management Co. Class A

5,300

194,457

General Growth Properties, Inc.

1,800

59,382

General Growth Properties, Inc. warrants 11/9/04 (a)

180

137

iStar Financial, Inc.

700

28,994

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Real Estate - continued

Manufactured Home Communities, Inc.

350

$ 12,072

Spirit Financial Corp. (b)

300

3,000

298,042

Thrifts & Mortgage Finance - 1.6%

Fannie Mae

860

60,329

Freddie Mac

1,100

73,260

Golden West Financial Corp., Delaware

420

49,106

New York Community Bancorp, Inc.

4,633

85,062

Sovereign Bancorp, Inc.

3,400

73,610

Washington Mutual, Inc.

700

27,097

368,464

TOTAL FINANCIALS

5,010,430

HEALTH CARE - 8.4%

Biotechnology - 0.7%

Alkermes, Inc. (a)

1,500

18,555

Biogen Idec, Inc. (a)

500

29,080

BioMarin Pharmaceutical, Inc. (a)

3,600

14,868

Genentech, Inc. (a)

700

31,871

MedImmune, Inc. (a)

900

25,578

Millennium Pharmaceuticals, Inc. (a)

1,450

18,821

ONYX Pharmaceuticals, Inc. (a)

500

14,030

152,803

Health Care Equipment & Supplies - 4.4%

Baxter International, Inc.

13,440

413,414

Dade Behring Holdings, Inc. (a)

1,100

61,919

DJ Orthopedics, Inc. (a)

2,500

42,625

Foxhollow Technologies, Inc.

100

2,058

Guidant Corp.

1,200

79,944

Medtronic, Inc.

2,500

127,775

PerkinElmer, Inc.

3,800

78,052

St. Jude Medical, Inc. (a)

400

30,628

Thermo Electron Corp. (a)

2,000

58,000

Waters Corp. (a)

2,900

119,741

1,014,156

Health Care Providers & Services - 1.3%

McKesson Corp.

1,300

34,658

PacifiCare Health Systems, Inc. (a)

960

34,195

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Health Care Providers & Services - continued

Sierra Health Services, Inc. (a)

700

$ 33,404

UnitedHealth Group, Inc.

2,800

202,720

304,977

Pharmaceuticals - 2.0%

Johnson & Johnson

1,430

83,483

Schering-Plough Corp.

8,340

151,037

Valeant Pharmaceuticals International

1,500

36,000

Wyeth

5,000

198,250

468,770

TOTAL HEALTH CARE

1,940,706

INDUSTRIALS - 19.4%

Aerospace & Defense - 4.5%

DRS Technologies, Inc. (a)

600

21,732

Honeywell International, Inc.

16,340

550,331

Lockheed Martin Corp.

2,240

123,402

Northrop Grumman Corp.

600

31,050

Orbital Sciences Corp. (a)

2,000

20,700

Precision Castparts Corp.

1,150

69,000

Raytheon Co.

3,000

109,440

The Boeing Co.

1,500

74,850

Triumph Group, Inc. (a)

800

27,488

1,027,993

Air Freight & Logistics - 0.1%

Expeditors International of Washington, Inc.

400

22,840

Airlines - 0.6%

AirTran Holdings, Inc. (a)

1,500

17,430

Delta Air Lines, Inc. (a)

6,300

34,335

Ryanair Holdings PLC sponsored ADR (a)

200

5,756

Southwest Airlines Co.

4,300

67,811

125,332

Building Products - 1.2%

Masco Corp.

8,050

275,793

Commercial Services & Supplies - 2.8%

Asset Acceptance Capital Corp.

100

1,823

Avery Dennison Corp.

400

24,336

Career Education Corp. (a)

3,700

116,069

Cendant Corp.

2,500

51,475

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Cintas Corp.

3,800

$ 163,932

On Assignment, Inc. (a)

700

3,514

Resources Connection, Inc. (a)

1,000

41,980

Robert Half International, Inc.

9,300

246,729

649,858

Construction & Engineering - 0.6%

Chicago Bridge & Iron Co. NV (NY Shares)

1,300

40,235

Fluor Corp.

900

41,796

MasTec, Inc. (a)

8,000

55,280

137,311

Electrical Equipment - 0.3%

FuelCell Energy, Inc. (a)

3,600

44,406

Rockwell Automation, Inc.

600

25,014

69,420

Industrial Conglomerates - 8.2%

General Electric Co.

41,730

1,423,829

Siemens AG sponsored ADR

600

44,844

Tyco International Ltd.

13,400

417,410

1,886,083

Road & Rail - 1.0%

Norfolk Southern Corp.

3,900

132,405

Swift Transportation Co., Inc. (a)

3,100

58,590

Union Pacific Corp.

700

44,079

235,074

Trading Companies & Distributors - 0.1%

Hughes Supply, Inc.

400

11,364

W.W. Grainger, Inc.

370

21,678

33,042

TOTAL INDUSTRIALS

4,462,746

INFORMATION TECHNOLOGY - 7.0%

Communications Equipment - 1.2%

Comverse Technology, Inc. (a)

3,300

68,112

Foundry Networks, Inc. (a)

4,500

54,585

Juniper Networks, Inc. (a)

4,400

117,084

Motorola, Inc.

2,000

34,520

274,301

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - 0.5%

International Business Machines Corp.

910

$ 81,673

Western Digital Corp. (a)

5,500

45,815

127,488

Electronic Equipment & Instruments - 0.7%

Amphenol Corp. Class A (a)

1,000

34,330

Flextronics International Ltd. (a)

3,000

36,150

Molex, Inc.

300

8,871

National Instruments Corp.

1,050

28,907

Symbol Technologies, Inc.

2,900

42,601

150,859

Internet Software & Services - 0.4%

Yahoo!, Inc. (a)

2,300

83,237

IT Services - 0.5%

Affiliated Computer Services, Inc. Class A (a)

2,090

114,010

Sapient Corp. (a)

1,700

13,685

127,695

Office Electronics - 0.2%

Xerox Corp. (a)

2,600

38,402

Semiconductors & Semiconductor Equipment - 1.6%

Analog Devices, Inc.

2,600

104,676

Cabot Microelectronics Corp. (a)

1,900

68,457

Freescale Semiconductor, Inc. Class A

2,500

38,850

KLA-Tencor Corp. (a)

1,300

59,189

Lam Research Corp. (a)

1,200

31,236

PMC-Sierra, Inc. (a)

1,300

13,338

Samsung Electronics Co. Ltd.

128

50,251

365,997

Software - 1.9%

BEA Systems, Inc. (a)

3,169

25,732

Microsoft Corp.

14,160

396,338

PalmSource, Inc. (a)

900

20,178

442,248

TOTAL INFORMATION TECHNOLOGY

1,610,227

MATERIALS - 7.4%

Chemicals - 4.4%

Dow Chemical Co.

6,300

283,122

E.I. du Pont de Nemours & Co.

4,500

192,915

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Chemicals - continued

Lubrizol Corp.

1,000

$ 34,730

Lyondell Chemical Co.

10,000

229,800

Millennium Chemicals, Inc. (a)

4,400

94,512

Monsanto Co.

2,300

98,325

Olin Corp.

2,900

54,230

Westlake Chemical Corp.

900

20,763

1,008,397

Containers & Packaging - 1.2%

Crown Holdings, Inc. (a)

2,000

22,700

Owens-Illinois, Inc. (a)

4,512

83,607

Packaging Corp. of America

3,300

72,369

Smurfit-Stone Container Corp. (a)

5,800

100,688

279,364

Metals & Mining - 1.8%

Alcoa, Inc.

4,000

130,000

Companhia Vale do Rio Doce sponsored ADR

1,400

29,624

Freeport-McMoRan Copper & Gold, Inc. Class B

1,100

39,842

International Steel Group, Inc.

1,200

44,316

Massey Energy Co.

1,100

29,623

Metals USA, Inc. (a)

100

1,706

Newmont Mining Corp.

750

35,640

Nucor Corp.

1,300

54,899

Phelps Dodge Corp.

600

52,524

418,174

TOTAL MATERIALS

1,705,935

TELECOMMUNICATION SERVICES - 5.1%

Diversified Telecommunication Services - 4.1%

Citizens Communications Co.

1,000

13,400

Covad Communications Group, Inc. (a)

36,700

55,050

SBC Communications, Inc.

20,150

508,989

Telewest Global, Inc. (a)

3,600

44,280

Verizon Communications, Inc.

8,100

316,710

938,429

Wireless Telecommunication Services - 1.0%

American Tower Corp. Class A (a)

4,400

75,636

Leap Wireless International, Inc. (a)

500

10,075

Nextel Communications, Inc. Class A (a)

1,300

34,437

Common Stocks - continued

Shares

Value (Note 1)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Nextel Partners, Inc. Class A (a)

3,500

$ 58,940

Turkcell Iletisim Hizmet AS sponsored ADR

3,000

45,900

224,988

TOTAL TELECOMMUNICATION SERVICES

1,163,417

UTILITIES - 2.7%

Electric Utilities - 2.2%

Entergy Corp.

2,700

176,472

FirstEnergy Corp.

1,800

74,394

PG&E Corp. (a)

2,600

83,304

PPL Corp.

1,000

52,000

Southern Co.

800

25,272

TXU Corp.

1,000

61,220

Westar Energy, Inc.

1,500

31,425

504,087

Multi-Utilities & Unregulated Power - 0.5%

AES Corp. (a)

4,800

52,320

CMS Energy Corp. (a)

3,700

34,632

Public Service Enterprise Group, Inc.

400

17,036

103,988

TOTAL UTILITIES

608,075

TOTAL COMMON STOCKS

(Cost $21,368,077)

22,537,104

Cash Equivalents - 2.3%

Maturity
Amount

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.8%, dated 10/29/04 due 11/1/04)
(Cost $518,000)

$ 518,078

$ 518,000

TOTAL INVESTMENT PORTFOLIO - 100.3%

(Cost $21,886,077)

23,055,104

NET OTHER ASSETS - (0.3)%

(57,750)

NET ASSETS - 100%

$ 22,997,354

Legend

(a) Non-income producing

(b) 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 period end, the value of these securities amounted to $25,200 or 0.1% of net assets.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including repurchase agreements of $518,000) (cost $21,886,077) - See accompanying schedule

$ 23,055,104

Cash

1,156

Receivable for investments sold

356,589

Receivable for fund shares sold

37,535

Dividends receivable

25,156

Receivable from investment adviser for expense reductions

19,471

Other receivables

1,796

Total assets

23,496,807

Liabilities

Payable for investments purchased

$ 439,741

Payable for fund shares redeemed

17

Accrued management fee

10,807

Distribution fees payable

9,788

Other affiliated payables

6,743

Other payables and accrued expenses

32,357

Total liabilities

499,453

Net Assets

$ 22,997,354

Net Assets consist of:

Paid in capital

$ 21,865,751

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

(37,425)

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

1,169,028

Net Assets

$ 22,997,354

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($4,000,319 ÷ 341,842 shares)

$ 11.70

Maximum offering price per share (100/94.25 of $11.70)

$ 12.41

Class T:
Net Asset Value
and redemption price per share ($13,340,218 ÷ 1,143,602 shares)

$ 11.67

Maximum offering price per share (100/96.50 of $11.67)

$ 12.09

Class B:
Net Asset Value
and offering price per share ($2,559,688 ÷ 220,920 shares) A

$ 11.59

Class C:
Net Asset Value
and offering price per share ($1,815,267 ÷ 156,715 shares) A

$ 11.58

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,281,862 ÷ 109,132 shares)

$ 11.75

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 147,674

Interest

4,096

Total income

151,770

Expenses

Management fee

$ 55,177

Transfer agent fees

22,576

Distribution fees

51,699

Accounting fees and expenses

37,502

Non-interested trustees' compensation

43

Custodian fees and expenses

27,844

Registration fees

124,820

Audit

24,709

Legal

4,566

Miscellaneous

3,084

Total expenses before reductions

352,020

Expense reductions

(183,202)

168,818

Net investment income (loss)

(17,048)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

(3,728)

Foreign currency transactions

(51)

Total net realized gain (loss)

(3,779)

Change in net unrealized appreciation (depreciation) on:

Investment securities

939,929

Assets and liabilities in foreign currencies

1

Total change in net unrealized appreciation (depreciation)

939,930

Net gain (loss)

936,151

Net increase (decrease) in net assets resulting from operations

$ 919,103

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

June 17, 2003
(commencement of
operations) to
October 31, 2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (17,048)

$ (7,024)

Net realized gain (loss)

(3,779)

(11,548)

Change in net unrealized appreciation (depreciation)

939,930

229,098

Net increase (decrease) in net assets resulting
from operations

919,103

210,526

Share transactions - net increase (decrease)

16,177,102

5,690,623

Total increase (decrease) in net assets

17,096,205

5,901,149

Net Assets

Beginning of period

5,901,149

-

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

$ 22,997,354

$ 5,901,149

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.37

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.01

- H

Net realized and unrealized gain (loss)

1.32

.37

Total from investment operations

1.33

.37

Net asset value, end of period

$ 11.70

$ 10.37

Total Return B, C, D

12.83%

3.70%

Ratios to Average Net Assets G

Expenses before expense reductions

3.39%

5.52% A

Expenses net of voluntary waivers, if any

1.50%

1.75% A

Expenses net of all reductions

1.47%

1.73% A

Net investment income (loss)

.11%

(.05)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,000

$ 1,123

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

H Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.36

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.02)

(.01)

Net realized and unrealized gain (loss)

1.33

.37

Total from investment operations

1.31

.36

Net asset value, end of period

$ 11.67

$ 10.36

Total Return B, C, D

12.64%

3.60%

Ratios to Average Net Assets G

Expenses before expense reductions

3.30%

5.77% A

Expenses net of voluntary waivers, if any

1.75%

2.00% A

Expenses net of all reductions

1.72%

1.98% A

Net investment income (loss)

(.14)%

(.30)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 13,340

$ 1,546

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.07)

(.03)

Net realized and unrealized gain (loss)

1.32

.37

Total from investment operations

1.25

.34

Net asset value, end of period

$ 11.59

$ 10.34

Total Return B, C, D

12.09%

3.40%

Ratios to Average Net Assets G

Expenses before expense reductions

4.33%

6.24% A

Expenses net of voluntary waivers, if any

2.25%

2.50% A

Expenses net of all reductions

2.22%

2.48% A

Net investment income (loss)

(.64)%

(.80)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,560

$ 1,125

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.07)

(.03)

Net realized and unrealized gain (loss)

1.31

.37

Total from investment operations

1.24

.34

Net asset value, end of period

$ 11.58

$ 10.34

Total Return B, C, D

11.99%

3.40%

Ratios to Average Net Assets G

Expenses before expense reductions

4.39%

6.24% A

Expenses net of voluntary waivers, if any

2.25%

2.50% A

Expenses net of all reductions

2.22%

2.48% A

Net investment income (loss)

(.64)%

(.80)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,815

$ 1,069

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003 E

Selected Per-Share Data

Net asset value, beginning of period

$ 10.38

$ 10.00

Income from Investment Operations

Net investment income (loss) D

.04

.01

Net realized and unrealized gain (loss)

1.33

.37

Total from investment operations

1.37

.38

Net asset value, end of period

$ 11.75

$ 10.38

Total Return B, C

13.20%

3.80%

Ratios to Average Net Assets F

Expenses before expense reductions

3.41%

5.27% A

Expenses net of voluntary waivers, if any

1.25%

1.50% A

Expenses net of all reductions

1.22%

1.48% A

Net investment income (loss)

.36%

.20% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,282

$ 1,038

Portfolio turnover rate

111%

108% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Value Leaders Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Foreign Currency - continued

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. Security transactions are accounted for as of trade date. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, net operating losses, and losses deferred due to wash sales.

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

Unrealized appreciation

$ 1,494,668

Unrealized depreciation

(392,823)

Net unrealized appreciation (depreciation)

1,101,845

Undistributed ordinary income

579

Undistributed long-term capital gain

23,122

Cost for federal income tax purposes

$ 21,953,259

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $26,562,627 and $10,929,484, respectively.

4. 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 .28% 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 .57% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 5,251

$ 2,810

Class T

.25%

.25%

16,972

5,529

Class B

.75%

.25%

15,651

14,531

Class C

.75%

.25%

13,825

12,898

$ 51,699

$ 35,768

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

Retained
by FDC

Class A

$ 5,221

Class T

1,700

Class B*

1,037

Class C*

12

$ 7,970

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

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

Amount

% of
Average
Net Assets

Class A

$ 5,224

.25

Class T

8,748

.26

Class B

3,937

.25

Class C

3,042

.22

Institutional Class

1,625

.14

$ 22,576

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,583 for the period.

Annual Report

Notes to Financial Statements - continued

5. Committed Line of Credit.

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

6. Expense Reductions.

Effective November 1, 2003, FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 39,886

Class T

1.75%

52,887

Class B

2.25%

32,640

Class C

2.25%

29,607

Institutional Class

1.25%

24,824

$ 179,844

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 $3,358 for the period.

7. Other Information.

At the end of the period, FMR or its affiliates were the owners of record of 25% of the total outstanding shares of the fund and one otherwise unaffiliated shareholder was the owner of record of 54% of the total outstanding shares of the fund.

Annual Report

8. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003 A

2004

2003 A

Class A

Shares sold

238,269

108,230

$ 2,746,499

$ 1,082,566

Shares redeemed

(4,657)

-

(52,873)

-

Net increase (decrease)

233,612

108,230

$ 2,693,626

$ 1,082,566

Class T

Shares sold

1,030,154

150,758

$ 11,903,301

$ 1,501,803

Shares redeemed

(35,709)

(1,601)

(410,022)

(15,902)

Net increase (decrease)

994,445

149,157

$ 11,493,279

$ 1,485,901

Class B

Shares sold

122,344

108,790

$ 1,393,395

$ 1,088,261

Shares redeemed

(10,214)

-

(114,565)

-

Net increase (decrease)

112,130

108,790

$ 1,278,830

$ 1,088,261

Class C

Shares sold

59,183

103,373

$ 669,159

$ 1,033,885

Shares redeemed

(5,841)

-

(64,678)

-

Net increase (decrease)

53,342

103,373

$ 604,481

$ 1,033,885

Institutional Class

Shares sold

9,131

100,001

$ 106,886

$ 1,000,010

Net increase (decrease)

9,131

100,001

$ 106,886

$ 1,000,010

A For the period June 17, 2003 (commencement of operations) to October 31, 2003.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Value Leaders Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Value Leaders Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Value Leaders Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Distributions

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

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/6/04

12/3/04

$0.035

$0.01

Class T

12/6/04

12/3/04

$0.03

$0.01

Class B

12/6/04

12/3/04

$0.02

$0.01

Class C

12/6/04

12/3/04

$0.02

$0.01

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Value Leaders (2003). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Bart A. Grenier (45)

Year of Election or Appointment: 2003

Vice President of Advisor Value Leaders. Mr. Grenier also serves as Vice President of certain Equity Funds (2001), a position he previously held from 1999 to 2000, and Vice President of certain High Income Funds (2002). He is Senior Vice President of FMR (1999) and FMR Co., Inc. (2001), and President and Director of Strategic Advisers, Inc. (2002). He also heads Fidelity's Asset Allocation Group (2000), Fidelity's Growth and Income Group (2001), Fidelity's Value Group (2001), and Fidelity's High Income Division (2001). Previously, Mr. Grenier served as President of Fidelity Ventures (2000), Vice President of certain High Income Funds (1997-2000), High Income Division Head (1997-2000), Group Leader of the Income-Growth and Asset Allocation-Income Groups (1996-2000), and Assistant Equity Division Head (1997-2000).

Eric D. Roiter (55)

Year of Election or Appointment: 2003

Secretary of Advisor Value Leaders. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Value Leaders. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Value Leaders. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2003

Chief Financial Officer of Advisor Value Leaders. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Value Leaders. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Value Leaders. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Value Leaders. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Company

Boston, MA

ALVF-UANN-1204
1.793576.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Value Leaders

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

21

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

Notes

30

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

37

Distributions

38

Trustees and Officers

39

Proxy Voting Results

49

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

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

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

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

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Annual Report

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.

The 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 website at http://www.sec.gov. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Life of
fund
A

Institutional Class

13.20%

12.44%

A From June 17, 2003.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Value Leaders Fund - Institutional Class on June 17, 2003, when the fund started. The chart shows how the value of your investment would have grown, and also shows how the Russell 1000® Value Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Brian Hogan, Portfolio Manager of Fidelity® Advisor Value Leaders Fund

Stock market turbulence gave investors a bumpy ride during the 12-month period ending October 31, 2004, but nearly all of the popular equity performance measures landed safely in positive territory for the year. The period started well, as the Standard & Poor's 500SM Index (S&P 500®) reeled off four consecutive months of gains from November 2003 through February 2004. An improving domestic economy and better corporate profits were key contributors to the broad market rally. But equities mostly trended downward from there, as oil prices surged to more than $50 per barrel and the Federal Reserve Board enacted three interest rate hikes, raising the fed funds target rate from 1.00% to 1.75%. Meanwhile, job growth fell below expectations and investors seemed to adopt a wait-and-see mode regarding the outcome of the November presidential election. Despite all the obstacles, most equity benchmarks clung to their early gains. The S&P 500 returned 9.42%, the Dow Jones Industrial AverageSM rose 4.46% and the tech-heavy NASDAQ Composite® Index advanced 2.68%.

For the one-year period that ended October 31, 2004, the fund's Institutional Class shares gained 13.20%. During the same period, the Russell 1000® Value Index returned 15.45%, while the LipperSM Growth Funds Average returned 5.98%. My positioning in stronger performing Exxon Mobil was the fund's largest detractor versus the index. I did own some of the company - just not enough of it, and that took a big toll on performance relative to the Russell index. Another detractor was Clear Channel Communications, which owns 1,200 radio stations and whose stock declined after its revenues didn't meet expectations. On the positive side, Tyco International was the fund's top contributor on both an absolute and relative basis. The company benefited from its new management team, reduced its gross debt by over $7 billion and generated more cash than had been anticipated. Another key contributor on both an absolute and relative basis was Nucor Corporation, the largest U.S. steel maker. Its stock continued to rise as the company significantly exceeded consensus earnings estimates due to better-than-expected pricing and continued strong product demand.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,044.60

$ 7.71

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

Class T

Actual

$ 1,000.00

$ 1,044.80

$ 8.99

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class B

Actual

$ 1,000.00

$ 1,042.30

$ 11.55

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class C

Actual

$ 1,000.00

$ 1,041.40

$ 11.55

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Institutional Class

Actual

$ 1,000.00

$ 1,047.20

$ 6.43

HypotheticalA

$ 1,000.00

$ 1,018.64

$ 6.36

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.50%

Class T

1.75%

Class B

2.25%

Class C

2.25%

Institutional Class

1.25%

Annual Report

Investment Changes

Top Ten Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

General Electric Co.

6.2

1.6

Exxon Mobil Corp.

4.0

3.0

Bank of America Corp.

3.5

2.8

American International Group, Inc.

2.9

2.9

Honeywell International, Inc.

2.4

1.6

SBC Communications, Inc.

2.2

2.0

Tyco International Ltd.

1.8

2.2

Baxter International, Inc.

1.8

0.8

Microsoft Corp.

1.7

1.3

Citigroup, Inc.

1.6

2.3

28.1

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.8

22.0

Industrials

19.4

14.0

Energy

12.7

12.5

Consumer Discretionary

10.1

14.3

Health Care

8.4

8.0

Asset Allocation (% of fund's net assets)

As of October 31, 2004*

As of April 30, 2004**

Stocks 98.0%

Stocks 97.9%

Short-Term
Investments and
Net Other Assets 2.0%

Short-Term
Investments and
Net Other Assets 2.1%

* Foreign investments

4.1%

** Foreign investments

4.1%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 98.0%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 10.1%

Auto Components - 0.1%

Amerigon, Inc. (a)

10,000

$ 31,700

Hotels, Restaurants & Leisure - 1.0%

McDonald's Corp.

7,600

221,540

Wendy's International, Inc.

600

20,022

241,562

Household Durables - 1.3%

Centex Corp.

2,100

109,074

KB Home

1,200

98,700

LG Electronics, Inc.

450

25,404

Sony Corp. sponsored ADR

800

27,880

Techtronic Industries Co. Ltd.

21,000

41,818

302,876

Leisure Equipment & Products - 0.4%

Brunswick Corp.

500

23,460

Eastman Kodak Co.

1,900

57,532

80,992

Media - 4.7%

Cablevision Systems Corp. - NY Group Class A (a)

1,500

30,870

Clear Channel Communications, Inc.

1,920

64,128

DreamWorks Animation SKG, Inc. Class A

100

3,905

Emmis Communications Corp. Class A (a)

2,200

41,140

Fox Entertainment Group, Inc. Class A (a)

1,700

50,422

Grupo Televisa SA de CV sponsored ADR

1,300

71,500

Lamar Advertising Co. Class A (a)

1,164

48,213

Liberty Media Corp. Class A (a)

6,000

53,520

News Corp. Ltd. sponsored ADR

1,238

38,923

NTL, Inc. (a)

326

21,682

Omnicom Group, Inc.

400

31,560

Salem Communications Corp. Class A (a)

950

23,750

The DIRECTV Group, Inc. (a)

3,734

62,619

Time Warner, Inc. (a)

5,600

93,184

Univision Communications, Inc. Class A (a)

1,200

37,152

Valassis Communications, Inc. (a)

600

20,628

Viacom, Inc. Class B (non-vtg.)

6,334

231,128

Walt Disney Co.

6,000

151,320

1,075,644

Multiline Retail - 0.6%

99 Cents Only Stores (a)

2,800

43,148

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Multiline Retail - continued

JCPenney Co., Inc.

1,900

$ 65,721

Nordstrom, Inc.

700

30,226

139,095

Specialty Retail - 1.8%

American Eagle Outfitters, Inc.

1,500

61,320

Blockbuster, Inc.:

Class A

3

20

Class B

3

19

CarMax, Inc. (a)

2,300

60,582

Home Depot, Inc.

3,600

147,888

Sonic Automotive, Inc. Class A (sub. vtg.)

2,100

42,483

The Pep Boys - Manny, Moe & Jack

800

11,376

Toys 'R' Us, Inc. (a)

4,700

84,647

408,335

Textiles Apparel & Luxury Goods - 0.2%

Deckers Outdoor Corp. (a)

1,300

49,218

TOTAL CONSUMER DISCRETIONARY

2,329,422

CONSUMER STAPLES - 3.4%

Beverages - 0.4%

Efes Breweries International NV unit (a)(b)

800

22,200

PepsiCo, Inc.

1,600

79,328

101,528

Food & Staples Retailing - 0.5%

Albertsons, Inc.

1,700

38,777

Safeway, Inc. (a)

4,300

78,432

117,209

Food Products - 0.3%

Bunge Ltd.

800

38,184

McCormick & Co., Inc. (non-vtg.)

400

14,172

Smithfield Foods, Inc. (a)

700

16,961

69,317

Household Products - 0.3%

Clorox Co.

600

32,760

Procter & Gamble Co.

800

40,944

73,704

Personal Products - 0.3%

Gillette Co.

1,480

61,390

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER STAPLES - continued

Tobacco - 1.6%

Altria Group, Inc.

7,530

$ 364,904

TOTAL CONSUMER STAPLES

788,052

ENERGY - 12.7%

Energy Equipment & Services - 4.0%

Baker Hughes, Inc.

1,500

64,245

ENSCO International, Inc.

2,910

88,901

GlobalSantaFe Corp.

3,000

88,500

Halliburton Co.

3,700

137,048

National-Oilwell, Inc. (a)

400

13,484

Pride International, Inc. (a)

7,800

144,144

Rowan Companies, Inc. (a)

1,200

30,636

Smith International, Inc. (a)

600

34,848

Transocean, Inc. (a)

3,900

137,475

Varco International, Inc. (a)

3,900

107,952

Weatherford International Ltd. (a)

1,430

74,732

921,965

Oil & Gas - 8.7%

Apache Corp.

1,600

81,120

BP PLC sponsored ADR

2,000

116,500

Burlington Resources, Inc.

2,900

120,350

ChevronTexaco Corp.

5,400

286,524

ConocoPhillips

1,700

143,327

Encore Acquisition Co. (a)

1,000

32,650

Exxon Mobil Corp.

18,870

928,781

Occidental Petroleum Corp.

2,100

117,243

Premcor, Inc. (a)

1,300

50,752

Quicksilver Resources, Inc. (a)

2,400

75,912

Valero Energy Corp.

1,000

42,970

1,996,129

TOTAL ENERGY

2,918,094

FINANCIALS - 21.8%

Capital Markets - 3.5%

Bear Stearns Companies, Inc.

1,200

113,700

Calamos Asset Management, Inc. Class A

100

1,950

Lehman Brothers Holdings, Inc.

1,400

115,010

Merrill Lynch & Co., Inc.

5,500

296,670

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Capital Markets - continued

Morgan Stanley

5,200

$ 265,668

TradeStation Group, Inc. (a)

3,100

19,189

812,187

Commercial Banks - 6.4%

Banco Bradesco SA sponsored ADR

700

42,609

Bank of America Corp.

17,842

799,143

SouthTrust Corp.

3,100

135,067

Texas Capital Bancshares, Inc. (a)

900

17,793

UCBH Holdings, Inc.

500

21,545

Wachovia Corp.

6,800

334,628

Wells Fargo & Co.

1,850

110,482

1,461,267

Consumer Finance - 0.5%

Capital One Financial Corp.

900

66,384

MBNA Corp.

1,900

48,697

115,081

Diversified Financial Services - 2.5%

Citigroup, Inc.

8,400

372,708

J.P. Morgan Chase & Co.

5,340

206,124

578,832

Insurance - 6.0%

ACE Ltd.

4,400

167,464

AFLAC, Inc.

2,300

82,524

AMBAC Financial Group, Inc.

1,110

86,647

American International Group, Inc.

11,140

676,309

Hartford Financial Services Group, Inc.

1,100

64,328

Hilb Rogal & Hobbs Co.

2,200

69,740

MetLife, Inc.

1,700

65,195

Scottish Re Group Ltd.

300

6,750

W.R. Berkley Corp.

2,500

106,850

XL Capital Ltd. Class A

700

50,750

1,376,557

Real Estate - 1.3%

Apartment Investment & Management Co. Class A

5,300

194,457

General Growth Properties, Inc.

1,800

59,382

General Growth Properties, Inc. warrants 11/9/04 (a)

180

137

iStar Financial, Inc.

700

28,994

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Real Estate - continued

Manufactured Home Communities, Inc.

350

$ 12,072

Spirit Financial Corp. (b)

300

3,000

298,042

Thrifts & Mortgage Finance - 1.6%

Fannie Mae

860

60,329

Freddie Mac

1,100

73,260

Golden West Financial Corp., Delaware

420

49,106

New York Community Bancorp, Inc.

4,633

85,062

Sovereign Bancorp, Inc.

3,400

73,610

Washington Mutual, Inc.

700

27,097

368,464

TOTAL FINANCIALS

5,010,430

HEALTH CARE - 8.4%

Biotechnology - 0.7%

Alkermes, Inc. (a)

1,500

18,555

Biogen Idec, Inc. (a)

500

29,080

BioMarin Pharmaceutical, Inc. (a)

3,600

14,868

Genentech, Inc. (a)

700

31,871

MedImmune, Inc. (a)

900

25,578

Millennium Pharmaceuticals, Inc. (a)

1,450

18,821

ONYX Pharmaceuticals, Inc. (a)

500

14,030

152,803

Health Care Equipment & Supplies - 4.4%

Baxter International, Inc.

13,440

413,414

Dade Behring Holdings, Inc. (a)

1,100

61,919

DJ Orthopedics, Inc. (a)

2,500

42,625

Foxhollow Technologies, Inc.

100

2,058

Guidant Corp.

1,200

79,944

Medtronic, Inc.

2,500

127,775

PerkinElmer, Inc.

3,800

78,052

St. Jude Medical, Inc. (a)

400

30,628

Thermo Electron Corp. (a)

2,000

58,000

Waters Corp. (a)

2,900

119,741

1,014,156

Health Care Providers & Services - 1.3%

McKesson Corp.

1,300

34,658

PacifiCare Health Systems, Inc. (a)

960

34,195

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Health Care Providers & Services - continued

Sierra Health Services, Inc. (a)

700

$ 33,404

UnitedHealth Group, Inc.

2,800

202,720

304,977

Pharmaceuticals - 2.0%

Johnson & Johnson

1,430

83,483

Schering-Plough Corp.

8,340

151,037

Valeant Pharmaceuticals International

1,500

36,000

Wyeth

5,000

198,250

468,770

TOTAL HEALTH CARE

1,940,706

INDUSTRIALS - 19.4%

Aerospace & Defense - 4.5%

DRS Technologies, Inc. (a)

600

21,732

Honeywell International, Inc.

16,340

550,331

Lockheed Martin Corp.

2,240

123,402

Northrop Grumman Corp.

600

31,050

Orbital Sciences Corp. (a)

2,000

20,700

Precision Castparts Corp.

1,150

69,000

Raytheon Co.

3,000

109,440

The Boeing Co.

1,500

74,850

Triumph Group, Inc. (a)

800

27,488

1,027,993

Air Freight & Logistics - 0.1%

Expeditors International of Washington, Inc.

400

22,840

Airlines - 0.6%

AirTran Holdings, Inc. (a)

1,500

17,430

Delta Air Lines, Inc. (a)

6,300

34,335

Ryanair Holdings PLC sponsored ADR (a)

200

5,756

Southwest Airlines Co.

4,300

67,811

125,332

Building Products - 1.2%

Masco Corp.

8,050

275,793

Commercial Services & Supplies - 2.8%

Asset Acceptance Capital Corp.

100

1,823

Avery Dennison Corp.

400

24,336

Career Education Corp. (a)

3,700

116,069

Cendant Corp.

2,500

51,475

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Cintas Corp.

3,800

$ 163,932

On Assignment, Inc. (a)

700

3,514

Resources Connection, Inc. (a)

1,000

41,980

Robert Half International, Inc.

9,300

246,729

649,858

Construction & Engineering - 0.6%

Chicago Bridge & Iron Co. NV (NY Shares)

1,300

40,235

Fluor Corp.

900

41,796

MasTec, Inc. (a)

8,000

55,280

137,311

Electrical Equipment - 0.3%

FuelCell Energy, Inc. (a)

3,600

44,406

Rockwell Automation, Inc.

600

25,014

69,420

Industrial Conglomerates - 8.2%

General Electric Co.

41,730

1,423,829

Siemens AG sponsored ADR

600

44,844

Tyco International Ltd.

13,400

417,410

1,886,083

Road & Rail - 1.0%

Norfolk Southern Corp.

3,900

132,405

Swift Transportation Co., Inc. (a)

3,100

58,590

Union Pacific Corp.

700

44,079

235,074

Trading Companies & Distributors - 0.1%

Hughes Supply, Inc.

400

11,364

W.W. Grainger, Inc.

370

21,678

33,042

TOTAL INDUSTRIALS

4,462,746

INFORMATION TECHNOLOGY - 7.0%

Communications Equipment - 1.2%

Comverse Technology, Inc. (a)

3,300

68,112

Foundry Networks, Inc. (a)

4,500

54,585

Juniper Networks, Inc. (a)

4,400

117,084

Motorola, Inc.

2,000

34,520

274,301

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - 0.5%

International Business Machines Corp.

910

$ 81,673

Western Digital Corp. (a)

5,500

45,815

127,488

Electronic Equipment & Instruments - 0.7%

Amphenol Corp. Class A (a)

1,000

34,330

Flextronics International Ltd. (a)

3,000

36,150

Molex, Inc.

300

8,871

National Instruments Corp.

1,050

28,907

Symbol Technologies, Inc.

2,900

42,601

150,859

Internet Software & Services - 0.4%

Yahoo!, Inc. (a)

2,300

83,237

IT Services - 0.5%

Affiliated Computer Services, Inc. Class A (a)

2,090

114,010

Sapient Corp. (a)

1,700

13,685

127,695

Office Electronics - 0.2%

Xerox Corp. (a)

2,600

38,402

Semiconductors & Semiconductor Equipment - 1.6%

Analog Devices, Inc.

2,600

104,676

Cabot Microelectronics Corp. (a)

1,900

68,457

Freescale Semiconductor, Inc. Class A

2,500

38,850

KLA-Tencor Corp. (a)

1,300

59,189

Lam Research Corp. (a)

1,200

31,236

PMC-Sierra, Inc. (a)

1,300

13,338

Samsung Electronics Co. Ltd.

128

50,251

365,997

Software - 1.9%

BEA Systems, Inc. (a)

3,169

25,732

Microsoft Corp.

14,160

396,338

PalmSource, Inc. (a)

900

20,178

442,248

TOTAL INFORMATION TECHNOLOGY

1,610,227

MATERIALS - 7.4%

Chemicals - 4.4%

Dow Chemical Co.

6,300

283,122

E.I. du Pont de Nemours & Co.

4,500

192,915

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Chemicals - continued

Lubrizol Corp.

1,000

$ 34,730

Lyondell Chemical Co.

10,000

229,800

Millennium Chemicals, Inc. (a)

4,400

94,512

Monsanto Co.

2,300

98,325

Olin Corp.

2,900

54,230

Westlake Chemical Corp.

900

20,763

1,008,397

Containers & Packaging - 1.2%

Crown Holdings, Inc. (a)

2,000

22,700

Owens-Illinois, Inc. (a)

4,512

83,607

Packaging Corp. of America

3,300

72,369

Smurfit-Stone Container Corp. (a)

5,800

100,688

279,364

Metals & Mining - 1.8%

Alcoa, Inc.

4,000

130,000

Companhia Vale do Rio Doce sponsored ADR

1,400

29,624

Freeport-McMoRan Copper & Gold, Inc. Class B

1,100

39,842

International Steel Group, Inc.

1,200

44,316

Massey Energy Co.

1,100

29,623

Metals USA, Inc. (a)

100

1,706

Newmont Mining Corp.

750

35,640

Nucor Corp.

1,300

54,899

Phelps Dodge Corp.

600

52,524

418,174

TOTAL MATERIALS

1,705,935

TELECOMMUNICATION SERVICES - 5.1%

Diversified Telecommunication Services - 4.1%

Citizens Communications Co.

1,000

13,400

Covad Communications Group, Inc. (a)

36,700

55,050

SBC Communications, Inc.

20,150

508,989

Telewest Global, Inc. (a)

3,600

44,280

Verizon Communications, Inc.

8,100

316,710

938,429

Wireless Telecommunication Services - 1.0%

American Tower Corp. Class A (a)

4,400

75,636

Leap Wireless International, Inc. (a)

500

10,075

Nextel Communications, Inc. Class A (a)

1,300

34,437

Common Stocks - continued

Shares

Value (Note 1)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Nextel Partners, Inc. Class A (a)

3,500

$ 58,940

Turkcell Iletisim Hizmet AS sponsored ADR

3,000

45,900

224,988

TOTAL TELECOMMUNICATION SERVICES

1,163,417

UTILITIES - 2.7%

Electric Utilities - 2.2%

Entergy Corp.

2,700

176,472

FirstEnergy Corp.

1,800

74,394

PG&E Corp. (a)

2,600

83,304

PPL Corp.

1,000

52,000

Southern Co.

800

25,272

TXU Corp.

1,000

61,220

Westar Energy, Inc.

1,500

31,425

504,087

Multi-Utilities & Unregulated Power - 0.5%

AES Corp. (a)

4,800

52,320

CMS Energy Corp. (a)

3,700

34,632

Public Service Enterprise Group, Inc.

400

17,036

103,988

TOTAL UTILITIES

608,075

TOTAL COMMON STOCKS

(Cost $21,368,077)

22,537,104

Cash Equivalents - 2.3%

Maturity
Amount

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.8%, dated 10/29/04 due 11/1/04)
(Cost $518,000)

$ 518,078

$ 518,000

TOTAL INVESTMENT PORTFOLIO - 100.3%

(Cost $21,886,077)

23,055,104

NET OTHER ASSETS - (0.3)%

(57,750)

NET ASSETS - 100%

$ 22,997,354

Legend

(a) Non-income producing

(b) 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 period end, the value of these securities amounted to $25,200 or 0.1% of net assets.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including repurchase agreements of $518,000) (cost $21,886,077) - See accompanying schedule

$ 23,055,104

Cash

1,156

Receivable for investments sold

356,589

Receivable for fund shares sold

37,535

Dividends receivable

25,156

Receivable from investment adviser for expense reductions

19,471

Other receivables

1,796

Total assets

23,496,807

Liabilities

Payable for investments purchased

$ 439,741

Payable for fund shares redeemed

17

Accrued management fee

10,807

Distribution fees payable

9,788

Other affiliated payables

6,743

Other payables and accrued expenses

32,357

Total liabilities

499,453

Net Assets

$ 22,997,354

Net Assets consist of:

Paid in capital

$ 21,865,751

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

(37,425)

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

1,169,028

Net Assets

$ 22,997,354

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($4,000,319 ÷ 341,842 shares)

$ 11.70

Maximum offering price per share (100/94.25 of $11.70)

$ 12.41

Class T:
Net Asset Value
and redemption price per share ($13,340,218 ÷ 1,143,602 shares)

$ 11.67

Maximum offering price per share (100/96.50 of $11.67)

$ 12.09

Class B:
Net Asset Value
and offering price per share ($2,559,688 ÷ 220,920 shares) A

$ 11.59

Class C:
Net Asset Value
and offering price per share ($1,815,267 ÷ 156,715 shares) A

$ 11.58

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,281,862 ÷ 109,132 shares)

$ 11.75

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 147,674

Interest

4,096

Total income

151,770

Expenses

Management fee

$ 55,177

Transfer agent fees

22,576

Distribution fees

51,699

Accounting fees and expenses

37,502

Non-interested trustees' compensation

43

Custodian fees and expenses

27,844

Registration fees

124,820

Audit

24,709

Legal

4,566

Miscellaneous

3,084

Total expenses before reductions

352,020

Expense reductions

(183,202)

168,818

Net investment income (loss)

(17,048)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

(3,728)

Foreign currency transactions

(51)

Total net realized gain (loss)

(3,779)

Change in net unrealized appreciation (depreciation) on:

Investment securities

939,929

Assets and liabilities in foreign currencies

1

Total change in net unrealized appreciation (depreciation)

939,930

Net gain (loss)

936,151

Net increase (decrease) in net assets resulting from operations

$ 919,103

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

June 17, 2003
(commencement of
operations) to
October 31, 2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (17,048)

$ (7,024)

Net realized gain (loss)

(3,779)

(11,548)

Change in net unrealized appreciation (depreciation)

939,930

229,098

Net increase (decrease) in net assets resulting
from operations

919,103

210,526

Share transactions - net increase (decrease)

16,177,102

5,690,623

Total increase (decrease) in net assets

17,096,205

5,901,149

Net Assets

Beginning of period

5,901,149

-

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

$ 22,997,354

$ 5,901,149

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.37

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.01

- H

Net realized and unrealized gain (loss)

1.32

.37

Total from investment operations

1.33

.37

Net asset value, end of period

$ 11.70

$ 10.37

Total Return B, C, D

12.83%

3.70%

Ratios to Average Net Assets G

Expenses before expense reductions

3.39%

5.52% A

Expenses net of voluntary waivers, if any

1.50%

1.75% A

Expenses net of all reductions

1.47%

1.73% A

Net investment income (loss)

.11%

(.05)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,000

$ 1,123

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

H Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.36

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.02)

(.01)

Net realized and unrealized gain (loss)

1.33

.37

Total from investment operations

1.31

.36

Net asset value, end of period

$ 11.67

$ 10.36

Total Return B, C, D

12.64%

3.60%

Ratios to Average Net Assets G

Expenses before expense reductions

3.30%

5.77% A

Expenses net of voluntary waivers, if any

1.75%

2.00% A

Expenses net of all reductions

1.72%

1.98% A

Net investment income (loss)

(.14)%

(.30)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 13,340

$ 1,546

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.07)

(.03)

Net realized and unrealized gain (loss)

1.32

.37

Total from investment operations

1.25

.34

Net asset value, end of period

$ 11.59

$ 10.34

Total Return B, C, D

12.09%

3.40%

Ratios to Average Net Assets G

Expenses before expense reductions

4.33%

6.24% A

Expenses net of voluntary waivers, if any

2.25%

2.50% A

Expenses net of all reductions

2.22%

2.48% A

Net investment income (loss)

(.64)%

(.80)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,560

$ 1,125

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003 F

Selected Per-Share Data

Net asset value, beginning of period

$ 10.34

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.07)

(.03)

Net realized and unrealized gain (loss)

1.31

.37

Total from investment operations

1.24

.34

Net asset value, end of period

$ 11.58

$ 10.34

Total Return B, C, D

11.99%

3.40%

Ratios to Average Net Assets G

Expenses before expense reductions

4.39%

6.24% A

Expenses net of voluntary waivers, if any

2.25%

2.50% A

Expenses net of all reductions

2.22%

2.48% A

Net investment income (loss)

(.64)%

(.80)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,815

$ 1,069

Portfolio turnover rate

111%

108% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

F For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003 E

Selected Per-Share Data

Net asset value, beginning of period

$ 10.38

$ 10.00

Income from Investment Operations

Net investment income (loss) D

.04

.01

Net realized and unrealized gain (loss)

1.33

.37

Total from investment operations

1.37

.38

Net asset value, end of period

$ 11.75

$ 10.38

Total Return B, C

13.20%

3.80%

Ratios to Average Net Assets F

Expenses before expense reductions

3.41%

5.27% A

Expenses net of voluntary waivers, if any

1.25%

1.50% A

Expenses net of all reductions

1.22%

1.48% A

Net investment income (loss)

.36%

.20% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,282

$ 1,038

Portfolio turnover rate

111%

108% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

E For the period June 17, 2003 (commencement of operations) to October 31, 2003.

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

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Value Leaders Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Foreign Currency - continued

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. Security transactions are accounted for as of trade date. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, net operating losses, and losses deferred due to wash sales.

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

Unrealized appreciation

$ 1,494,668

Unrealized depreciation

(392,823)

Net unrealized appreciation (depreciation)

1,101,845

Undistributed ordinary income

579

Undistributed long-term capital gain

23,122

Cost for federal income tax purposes

$ 21,953,259

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $26,562,627 and $10,929,484, respectively.

4. 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 .28% 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 .57% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 5,251

$ 2,810

Class T

.25%

.25%

16,972

5,529

Class B

.75%

.25%

15,651

14,531

Class C

.75%

.25%

13,825

12,898

$ 51,699

$ 35,768

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

Retained
by FDC

Class A

$ 5,221

Class T

1,700

Class B*

1,037

Class C*

12

$ 7,970

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

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

Amount

% of
Average
Net Assets

Class A

$ 5,224

.25

Class T

8,748

.26

Class B

3,937

.25

Class C

3,042

.22

Institutional Class

1,625

.14

$ 22,576

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,583 for the period.

Annual Report

Notes to Financial Statements - continued

5. Committed Line of Credit.

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

6. Expense Reductions.

Effective November 1, 2003, FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 39,886

Class T

1.75%

52,887

Class B

2.25%

32,640

Class C

2.25%

29,607

Institutional Class

1.25%

24,824

$ 179,844

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 $3,358 for the period.

7. Other Information.

At the end of the period, FMR or its affiliates were the owners of record of 25% of the total outstanding shares of the fund and one otherwise unaffiliated shareholder was the owner of record of 54% of the total outstanding shares of the fund.

Annual Report

8. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003 A

2004

2003 A

Class A

Shares sold

238,269

108,230

$ 2,746,499

$ 1,082,566

Shares redeemed

(4,657)

-

(52,873)

-

Net increase (decrease)

233,612

108,230

$ 2,693,626

$ 1,082,566

Class T

Shares sold

1,030,154

150,758

$ 11,903,301

$ 1,501,803

Shares redeemed

(35,709)

(1,601)

(410,022)

(15,902)

Net increase (decrease)

994,445

149,157

$ 11,493,279

$ 1,485,901

Class B

Shares sold

122,344

108,790

$ 1,393,395

$ 1,088,261

Shares redeemed

(10,214)

-

(114,565)

-

Net increase (decrease)

112,130

108,790

$ 1,278,830

$ 1,088,261

Class C

Shares sold

59,183

103,373

$ 669,159

$ 1,033,885

Shares redeemed

(5,841)

-

(64,678)

-

Net increase (decrease)

53,342

103,373

$ 604,481

$ 1,033,885

Institutional Class

Shares sold

9,131

100,001

$ 106,886

$ 1,000,010

Net increase (decrease)

9,131

100,001

$ 106,886

$ 1,000,010

A For the period June 17, 2003 (commencement of operations) to October 31, 2003.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Value Leaders Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Value Leaders Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Value Leaders Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Distributions

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

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/6/04

12/3/04

$0.04

$0.01

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Value Leaders (2003). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Bart A. Grenier (45)

Year of Election or Appointment: 2003

Vice President of Advisor Value Leaders. Mr. Grenier also serves as Vice President of certain Equity Funds (2001), a position he previously held from 1999 to 2000, and Vice President of certain High Income Funds (2002). He is Senior Vice President of FMR (1999) and FMR Co., Inc. (2001), and President and Director of Strategic Advisers, Inc. (2002). He also heads Fidelity's Asset Allocation Group (2000), Fidelity's Growth and Income Group (2001), Fidelity's Value Group (2001), and Fidelity's High Income Division (2001). Previously, Mr. Grenier served as President of Fidelity Ventures (2000), Vice President of certain High Income Funds (1997-2000), High Income Division Head (1997-2000), Group Leader of the Income-Growth and Asset Allocation-Income Groups (1996-2000), and Assistant Equity Division Head (1997-2000).

Eric D. Roiter (55)

Year of Election or Appointment: 2003

Secretary of Advisor Value Leaders. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Value Leaders. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Value Leaders. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2003

Chief Financial Officer of Advisor Value Leaders. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Value Leaders. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Value Leaders. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Value Leaders. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2003

Assistant Treasurer of Advisor Value Leaders. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Company

Boston, MA

ALVFI-UANN-1204
1.793580.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Global Equity

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

26

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

Notes

35

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

43

Trustees and Officers

44

Proxy Voting Results

56

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fund
A

Class A (incl. 5.75% sales charge)

4.35%

-0.62%

2.30%

Class T (incl. 3.50% sales charge)

6.50%

-0.43%

2.44%

Class B (incl. contingent deferred sales charge)B

4.85%

-0.60%

2.39%

Class C (incl. contingent deferred sales charge)C

8.73%

-0.18%

2.56%

A From December 17, 1998.

B Class B shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 5%, 2% and 1%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year, five year, and life of fund total return figures are 1%, 0% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Global Equity Fund - Class T on December 17, 1998, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have grown, and also shows how the MSCI® World Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Richard Habermann, Portfolio Manager of Fidelity® Advisor Global Equity Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East Index - representing the performance of developed stock markets outside the United States and Canada - gained 19.00%, versus 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in capital spending.

The fund's Class A, Class T, Class B and Class C shares rose 10.72%, 10.37%, 9.85% and 9.73%, respectively, for the year, versus 13.65% for the Morgan Stanley Capital International World Index and 11.90% for the LipperSM Global Funds Average. Favorable security selection overall was overwhelmed by weak sector selection. From a regional perspective, I overweighted Japan relative to the index, while slightly underweighting the United States. Unfortunately, that strategy was ineffective as Japan lagged most developed markets for the year overall. I also slightly underweighted surging European equities, but more than made up for it with favorable country selection. Despite good stock picking and some well-timed sector shifts, the U.S. subportfolio underperformed, mainly by overweighting weak media and pharmaceutical stocks such as Univision and Merck, respectively. Elsewhere, an emphasis on Japanese consumer cyclicals - including auto-related firms NOK and Stanley Electric - hurt results in that market. Conversely, we had a strong showing in Europe, particularly in the consumer and technology spaces, where Spain-based tobacco giant Altadis and Swedish telecommunications equipment maker Ericsson were standouts. In the United States, some good picks in technology and health care equipment contributed, led by cell phone giant Motorola and medical device maker St. Jude.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Annual Report

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

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,025.90

$ 8.91

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class T

Actual

$ 1,000.00

$ 1,023.60

$ 10.17

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class B

Actual

$ 1,000.00

$ 1,021.50

$ 12.70

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Class C

Actual

$ 1,000.00

$ 1,021.50

$ 12.70

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Institutional Class

Actual

$ 1,000.00

$ 1,026.40

$ 7.64

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.75%

Class T

2.00%

Class B

2.50%

Class C

2.50%

Institutional Class

1.50%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

St. Jude Medical, Inc. (United States of America, Health Care Equipment & Supplies)

1.7

1.6

Dell, Inc. (United States of America, Computers & Peripherals)

1.6

0.9

Univision Communications, Inc. Class A (United States of America, Media)

1.6

1.5

EMC Corp. (United States of America, Computers & Peripherals)

1.5

0.5

Seagate Technology (Cayman Islands, Computers & Peripherals)

1.4

0.0

7.8

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

18.4

16.5

Information Technology

16.4

12.0

Health Care

14.0

17.9

Consumer Discretionary

12.6

15.2

Energy

9.2

7.5

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

United States of America

46.9

52.2

Japan

11.1

11.1

United Kingdom

10.0

8.5

France

3.9

3.9

Canada

2.5

2.2

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks and
Equity Futures 96.7%

Stocks and
Equity Futures 97.8%

Short-Term
Investments and
Net Other Assets 3.3%

Short-Term
Investments and
Net Other Assets 2.2%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 93.9%

Shares

Value (Note 1)

Australia - 2.3%

Amcor Ltd.

1,300

$ 7,427

AMP Ltd.

10,900

51,988

Australia & New Zealand Banking Group Ltd.

5,709

87,202

Australian Gas Light Co.

1,053

10,328

Australian Stock Exchange Ltd.

700

9,702

AXA Asia Pacific Holdings Ltd.

17,000

48,624

Babcock & Brown Ltd.

1,200

7,125

BHP Billiton Ltd.

12,385

127,999

Billabong International Ltd.

2,500

19,655

Bradken Ltd.

2,900

6,688

Brambles Industries Ltd.

2,100

11,148

Coca-Cola Amatil Ltd.

3,142

17,315

Coles Myer Ltd.

1,000

7,143

Commonwealth Bank of Australia

3,300

79,315

CSL Ltd.

2,749

59,279

Fosters Group Ltd.

6,500

24,578

Gunns Ltd.

1,177

3,640

Gunns Ltd.

3,531

10,919

Lion Nathan Ltd.

2,700

15,930

Macquarie Airports Fund

4,600

9,747

National Australia Bank

600

12,690

Newcrest Mining Ltd.

2,100

26,196

News Corp. Ltd.

3,023

24,381

Origin Energy Ltd.

2,046

10,341

Publishing & Broadcasting Ltd.

655

7,175

QBE Insurance Group Ltd.

3,108

31,951

Rinker Group Ltd.

784

5,095

Rio Tinto Ltd.

348

9,537

Westfield Group unit (a)

5,100

57,279

Westpac Banking Corp.

5,000

70,682

Woodside Petroleum Ltd.

1,200

17,494

Woolworths Ltd.

2,000

20,037

TOTAL AUSTRALIA

908,610

Belgium - 0.7%

Agfa-Gevaert NV

1,700

53,735

Belgacom SA

1,600

58,969

Colruyt NV

700

101,762

Mobistar SA (a)

800

60,197

TOTAL BELGIUM

274,663

Common Stocks - continued

Shares

Value (Note 1)

Bermuda - 0.7%

Bunge Ltd.

2,000

$ 95,460

Marvell Technology Group Ltd. (a)

6,400

182,848

TOTAL BERMUDA

278,308

Canada - 2.5%

Aastra Technologies Ltd. (a)

390

5,028

Ainsworth Lumber Ltd.

270

5,631

Alcan, Inc.

370

17,120

Alimentation Couche-Tard, Inc. Class B (sub. vtg.) (a)

460

10,614

Alliance Atlantis Communications, Inc. Class B (non-vtg.) (a)

240

5,518

Astral Media, Inc. Class A (non-vtg.)

240

5,557

Bank of Montreal, Quebec

760

35,914

Bank of Nova Scotia

1,580

51,376

Barrick Gold Corp.

270

6,119

BCE, Inc.

660

15,331

Brascan Corp. Class A (ltd. vtg.)

725

25,825

Canadian Imperial Bank of Commerce

650

39,442

Canadian National Railway Co.

170

9,156

Canadian Natural Resources Ltd.

900

37,896

Canadian Tire Corp. Ltd. Class A (non vtg.)

190

8,152

Canfor Corp. (a)

1,280

15,377

Cascades, Inc.

380

4,228

Cedara Software Corp. (a)

570

4,250

Celestica, Inc. (sub. vtg.) (a)

410

5,956

Chum Ltd. Class B (non-vtg.)

270

6,205

Corby Distilleries Ltd. Class A

70

3,768

CryoCath Technologies, Inc. (a)

750

4,095

Cryptologic, Inc.

270

4,137

EnCana Corp.

674

33,427

Falconbridge Ltd.

570

14,345

Fraser Papers, Inc. (a)

134

1,546

Geac Computer Corp. Ltd. (a)

1,240

8,573

Gerdau AmeriSteel Corp. (a)

2,900

14,026

Great-West Lifeco, Inc.

160

3,338

GSI Lumonics, Inc. (a)

940

8,305

Home Capital Group, Inc.

380

8,347

Inco Ltd. (a)

270

9,549

Inmet Mining Corp. (a)

860

13,311

International Forest Products (Interfor) Class A (a)

880

5,607

IPSCO, Inc.

580

15,507

Leitch Technology Corp. (a)

200

1,494

Loblaw Companies Ltd.

95

5,156

Common Stocks - continued

Shares

Value (Note 1)

Canada - continued

Manulife Financial Corp.

930

$ 43,436

Mediagrif Interactive Technologies, Inc. (a)

230

1,737

Mitec Telecom, Inc. (a)

930

1,016

Mullen Transportation, Inc.

110

3,884

National Bank of Canada

730

29,240

Noranda, Inc.

530

9,126

Norbord, Inc.

670

6,057

Nortel Networks Corp. (a)

2,570

8,712

NOVA Chemicals Corp.

390

15,227

Open Text Corp. (a)

610

10,278

Pason Systems, Inc.

90

2,255

Petro-Canada

400

21,835

PetroKazakhstan, Inc. Class A

610

22,540

Placer Dome, Inc.

780

16,768

Potash Corp. of Saskatchewan

200

13,409

Power Corp. of Canada (sub. vtg.)

540

13,001

Power Financial Corp.

720

17,736

QLT, Inc. (a)

380

6,303

Quebecor, Inc. Class B (sub. vtg.)

470

9,995

Reitmans Canada Ltd. Class A (non-vtg.)

540

9,312

Research in Motion Ltd. (a)

240

21,155

Riverside Forest Products Ltd.

260

8,533

Rogers Wireless Communications, Inc. Class B (a)

470

17,058

RONA, Inc. (a)

550

15,355

Royal Bank of Canada

610

31,756

Russel Metals, Inc.

1,310

14,048

Sherritt International Corp. (a)

800

5,235

Sierra Wireless, Inc. (a)

480

8,198

Sino-Forest Corp. (a)

2,080

4,799

Sleeman Breweries Ltd. (a)

40

498

Sun Life Financial, Inc.

1,030

31,682

Talisman Energy, Inc.

780

20,943

Teck Cominco Ltd. Class B (sub. vtg.)

140

3,350

Toromont Industries Ltd.

200

3,170

Toronto-Dominion Bank

1,170

47,056

Transat A.T., Inc. (a)

470

8,683

TSX Group, Inc.

355

14,910

Tundra Semiconductor Corp. Ltd. (a)

290

4,274

Tundra Semiconductor Corp. Ltd. (a)(c)

100

1,474

TVA Group, Inc. Class B (non. vtg.)

340

5,444

Vitran Corp., Inc. (a)

350

5,633

Common Stocks - continued

Shares

Value (Note 1)

Canada - continued

Wajax Ltd.

200

$ 1,848

West Fraser Timber Co. Ltd.

340

13,401

TOTAL CANADA

1,019,596

Cayman Islands - 2.1%

Ctrip.com International Ltd. ADR

300

11,991

Noble Corp. (a)

5,960

272,253

Seagate Technology

45,820

579,165

TOTAL CAYMAN ISLANDS

863,409

Denmark - 0.8%

Danske Bank AS

4,230

118,542

ISS AS

1,928

102,915

Novo Nordisk AS Series B

2,000

99,699

TOTAL DENMARK

321,156

Finland - 0.4%

Fortum Oyj

9,240

141,893

France - 3.9%

AXA SA

5,474

118,512

BNP Paribas SA

3,292

224,751

CNP Assurances

600

40,963

Credit Agricole SA

4,063

119,431

France Telecom SA

2,714

78,028

Sanofi-Aventis

2,463

179,799

Societe Generale Series A

800

74,427

Suez SA (France)

2,800

65,643

Total SA Series B

2,025

422,334

Vivendi Universal SA (a)

8,300

227,669

TOTAL FRANCE

1,551,557

Germany - 1.6%

Allianz AG (Reg.)

1,600

170,400

Continental AG

2,000

109,542

Deutsche Boerse AG

877

43,938

Deutsche Telekom AG (Reg.) (a)

11,400

219,678

Merck KGaA

800

44,708

Siemens AG (Reg.)

500

37,370

TOTAL GERMANY

625,636

Greece - 0.6%

Cosmote Mobile Telecommunications SA

4,300

77,918

Common Stocks - continued

Shares

Value (Note 1)

Greece - continued

EFG Eurobank Ergasias SA

3,100

$ 85,054

Greek Organization of Football Prognostics SA

3,500

71,574

TOTAL GREECE

234,546

Hong Kong - 0.7%

Cafe de Coral Holdings Ltd.

6,000

6,475

Cheung Kong Holdings Ltd.

4,000

33,146

CLP Holdings Ltd.

5,400

31,011

Esprit Holdings Ltd.

3,500

18,706

Henderson Land Development Co. Ltd.

4,000

18,552

Hong Kong & China Gas Co. Ltd.

10,400

20,042

Hong Kong Electric Holdings Ltd.

1,500

6,706

Hysan Development Co. Ltd.

6,000

9,944

Jardine Matheson Holdings Ltd.

1,000

14,800

Li & Fung Ltd.

14,000

20,684

PCCW Ltd. (a)

26,000

15,783

Sun Hung Kai Properties Ltd.

2,000

18,500

Swire Pacific Ltd. (A Shares)

2,500

17,665

Television Broadcasts Ltd.

4,000

17,113

Wharf Holdings Ltd.

6,000

19,734

Wing Hang Bank Ltd.

500

3,421

TOTAL HONG KONG

272,282

Ireland - 0.4%

CRH PLC

6,327

151,812

Italy - 1.5%

Autostrade Spa

4,940

108,417

Banca Intesa Spa

13,109

53,850

Banco Popolare di Verona e Novara

7,490

133,231

ENI Spa

11,211

256,575

Riunione Adriatica di Sicurta Spa (RAS)

2,315

49,044

TOTAL ITALY

601,117

Japan - 11.1%

Acom Co. Ltd.

350

21,992

Advantest Corp.

400

28,006

Aeon Co. Ltd.

1,400

22,435

Aisin Seiki Co. Ltd.

1,500

33,661

Ajinomoto Co., Inc.

1,000

11,093

Asahi Glass Co. Ltd.

6,000

55,218

Bridgestone Corp.

3,000

54,424

Canon, Inc.

1,200

59,400

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Citizen Watch Co. Ltd.

2,000

$ 18,822

Culture Convenience Club Co. Ltd.

900

11,225

Cyber Agent Ltd. (a)

2

5,820

Dai Nippon Printing Co. Ltd.

2,000

27,420

Daicel Chemical Industries Ltd.

2,000

9,468

Dainippon Ink & Chemicals, Inc.

6,000

13,549

Dainippon Screen Manufacturing Co. Ltd.

3,000

15,534

Daiwa House Industry Co. Ltd.

1,000

10,242

Daiwa Securities Group, Inc.

5,000

30,708

Denki Kagaku Kogyo KK

4,000

12,170

Denso Corp.

2,100

50,399

East Japan Railway Co.

13

68,418

FamilyMart Co. Ltd.

1,100

29,570

Fancl Corp.

400

14,740

Fanuc Ltd.

400

24,189

Fast Retailing Co. Ltd.

400

25,474

Fuji Heavy Industries Ltd.

5,000

24,330

Fuji Photo Film Co. Ltd.

3,600

123,135

Fuji Television Network, Inc.

19

42,906

Fujikura Ltd.

5,000

22,015

Fujitsu Ltd.

12,000

71,545

Funai Electric Co. Ltd.

200

26,192

Furukawa Electric Co. Ltd. (a)

3,000

12,586

Hitachi Cable Ltd.

4,000

15,685

Hitachi Chemical Co. Ltd.

1,300

20,562

Hitachi Information Systems Co. Ltd.

400

9,997

Honda Motor Co. Ltd.

3,000

145,740

Ibiden Co. Ltd.

800

12,344

Isetan Co. Ltd.

800

8,164

Ito Yokado Ltd.

2,100

75,400

ITOCHU TECHNO-SCIENCE Corp. (CTC)

700

28,308

Izumi Co. Ltd.

400

8,031

JAFCO Co. Ltd.

600

30,897

JFE Holdings, Inc.

1,600

43,010

Js Group Corp.

1,000

17,820

JSR Corp.

600

10,930

Kamigumi Co. Ltd.

3,000

21,316

KDDI Corp.

15

72,282

Keyence Corp.

100

22,563

Konica Minolta Holdings, Inc.

3,500

46,761

Kyocera Corp.

600

43,596

Matsushita Electric Industrial Co. Ltd.

2,000

29,020

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Meitec Corp.

700

$ 26,390

Millea Holdings, Inc.

5

66,141

Mitsubishi Corp.

800

8,852

Mitsubishi Electric Corp.

8,000

37,492

Mitsubishi Securities Co. Ltd.

3,000

27,921

Mitsubishi Tokyo Financial Group, Inc. (MTFG)

8

67,920

Mitsui & Co. Ltd.

5,000

42,094

Mitsui Fudosan Co. Ltd.

3,000

31,889

Mitsui O.S.K. Lines Ltd.

3,000

17,801

Mizuho Financial Group, Inc.

22

85,019

Murata Manufacturing Co. Ltd.

600

28,629

NEC Corp.

4,000

22,223

NGK Insulators Ltd.

6,000

48,528

NGK Spark Plug Co. Ltd.

4,000

39,382

Nintendo Co. Ltd.

300

33,902

Nippon Electric Glass Co. Ltd.

2,000

44,692

Nippon Express Co. Ltd.

2,000

9,657

Nippon Mining Holdings, Inc.

2,000

9,524

Nippon Paper Group, Inc.

2

8,901

Nippon Sheet Glass Co. Ltd.

2,000

6,746

Nippon Steel Corp.

19,000

44,522

Nippon Television Network Corp.

360

53,268

Nishi-Nippon City Bank Ltd.

7,000

31,152

Nitto Denko Corp.

900

42,774

NOK Corp.

1,800

54,764

Nomura Holdings, Inc.

3,000

36,510

Nomura Research Institute Ltd.

300

26,248

NTT Data Corp.

6

16,497

NTT DoCoMo, Inc.

44

77,744

NTT Urban Development Co. (a)(d)

5

21,260

Olympus Corp.

1,000

19,417

ORIX Corp.

200

23,489

Pioneer Corp.

400

7,253

Renown D'urban Holdings, Inc. (a)

900

8,121

Ricoh Co. Ltd.

3,000

56,125

Rohm Co. Ltd.

1,000

102,802

Sanden Corp.

4,000

26,154

Sanken Electric Co. Ltd.

2,000

23,395

Sankyo Co. Ltd. (Gunma)

600

24,037

Seiko Epson Corp.

700

28,970

Seven Eleven Japan Co. Ltd.

1,000

29,007

SFCG Co. Ltd.

380

79,996

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Sharp Corp.

2,000

$ 27,666

Shimachu Co. Ltd.

800

18,633

Shin-Etsu Chemical Co. Ltd.

700

26,655

SMC Corp.

200

21,448

Softbank Corp.

500

22,677

Sompo Japan Insurance, Inc.

3,000

26,192

Sony Corp.

1,000

34,850

Stanley Electric Co. Ltd.

2,800

43,256

Sumitomo Chemical Co. Ltd.

10,000

48,566

Sumitomo Corp.

8,000

59,640

Sumitomo Electric Industries Ltd.

5,000

47,480

Sumitomo Mitsui Financial Group, Inc.

17

110,672

Sumitomo Osaka Cement Co. Ltd.

4,000

8,806

Sumitomo Realty & Development Co. Ltd.

4,000

44,031

Suzuki Motor Corp.

1,600

28,331

T&D Holdings, Inc. (a)

300

13,266

Taiyo Yuden Co. Ltd.

2,000

20,900

Takeda Pharamaceutical Co. Ltd.

600

29,026

Teijin Ltd.

10,000

38,929

Tokyo Broadcasting System, Inc.

2,400

38,505

Tokyo Electric Power Co.

1,900

43,086

Tokyo Electron Ltd.

500

27,165

Tokyu Corp.

4,000

18,141

Toray Industries, Inc.

8,000

37,417

Toshiba Machine Co. Ltd.

6,000

23,130

Toyota Motor Corp.

5,800

225,011

Toyota Tsusho Corp.

1,000

13,200

UFJ Holdings, Inc. (a)

18

83,677

UMC Japan (a)

5

2,131

Yahoo! Japan Corp. (a)

3

13,578

Yamaha Motor Co. Ltd.

3,000

45,722

Yamanouchi Pharmaceutical Co. Ltd.

600

22,053

Yamato Transport Co. Ltd.

2,000

27,004

Yokogawa Electric Corp.

2,000

26,116

TOTAL JAPAN

4,453,280

Liberia - 0.3%

Royal Caribbean Cruises Ltd.

2,700

125,820

Luxembourg - 0.1%

Millicom International Cellular SA unit (a)

1,300

26,369

Marshall Islands - 0.1%

Teekay Shipping Corp.

1,100

50,820

Common Stocks - continued

Shares

Value (Note 1)

Netherlands - 1.4%

Euronext NV

1,350

$ 39,216

ING Groep NV (Certificaten Van Aandelen)

8,610

229,284

James Hardie Industries NV

1,200

5,661

Koninklijke Numico NV (Certificaten Van Aandelen) (a)

7,000

236,668

Rodamco Europe NV

800

54,566

TOTAL NETHERLANDS

565,395

Netherlands Antilles - 0.3%

Schlumberger Ltd. (NY Shares)

1,900

119,586

New Zealand - 0.1%

Fisher & Paykel Healthcare Corp.

3,500

6,949

Sky City Entertainment Group Ltd.

2,400

7,361

Telecom Corp. of New Zealand Ltd.

5,317

21,128

TOTAL NEW ZEALAND

35,438

Norway - 0.7%

DnB NOR ASA

11,980

101,734

Statoil ASA

4,200

60,930

Telenor ASA

10,200

81,405

Yara International ASA

3,701

39,722

TOTAL NORWAY

283,791

Papua New Guinea - 0.0%

Oil Search Ltd.

7,800

10,162

Singapore - 0.6%

City Developments Ltd.

3,000

11,365

City Developments Ltd. warrants 10/5/06 (a)

300

689

DBS Group Holdings Ltd.

4,000

37,524

Flextronics International Ltd. (a)

10,070

121,344

Keppel Corp. Ltd.

4,000

19,243

Oversea-Chinese Banking Corp. Ltd.

4,000

33,194

Singapore Exchange Ltd.

6,000

6,350

Singapore Post Ltd.

34,000

16,459

TOTAL SINGAPORE

246,168

Spain - 2.2%

Acerinox SA (Reg.)

4,000

55,744

Actividades de Construccion y Servicios SA (ACS)

4,053

78,785

Altadis SA (Spain)

8,400

309,263

Bankinter SA

1,100

49,240

Corporacion Mapfre SA (Reg.)

3,100

39,274

Common Stocks - continued

Shares

Value (Note 1)

Spain - continued

Sogecable SA (a)

2,450

$ 97,193

Telefonica SA

14,253

236,742

TOTAL SPAIN

866,241

Sweden - 1.5%

Hennes & Mauritz AB (H&M) (B Shares)

5,651

164,944

Skandia Foersaekrings AB

15,000

55,974

Svenska Handelsbanken AB (A Shares)

4,678

101,499

Telefonaktiebolaget LM Ericsson (B Shares) (a)

102,111

295,203

TOTAL SWEDEN

617,620

Switzerland - 2.4%

Compagnie Financiere Richemont unit

3,017

85,799

Credit Suisse Group (Reg.)

1,956

67,032

Nestle SA (Reg.)

341

80,908

Novartis AG (Reg.)

6,575

315,666

Roche Holding AG (participation certificate)

2,467

252,941

UBS AG (Reg.)

2,419

175,353

TOTAL SWITZERLAND

977,699

United Kingdom - 10.0%

3i Group PLC

18,920

202,526

Abbey National PLC

3,300

38,326

Anglo American PLC (United Kingdom)

3,557

78,046

AstraZeneca PLC (Sweden)

3,462

142,645

BAE Systems PLC

20,200

88,440

Barclays PLC

13,070

128,936

BG Group PLC

26,090

170,202

BP PLC

56,800

551,433

British Land Co. PLC

8,200

112,262

British Sky Broadcasting Group PLC (BSkyB)

6,000

56,067

Carnival PLC

3,200

169,728

GlaxoSmithKline PLC

9,131

193,577

HSBC Holdings PLC:

(Hong Kong) (Reg.)

3,844

62,296

(United Kingdom) (Reg.)

22,040

357,180

ITV PLC

23,269

45,754

Kesa Electricals PLC

9,236

46,165

Kingfisher PLC

10,558

58,642

Man Group PLC

3,250

78,059

Prudential PLC

9,790

72,052

Prudential PLC rights 11/10/04 (a)

1,631

2,757

Reuters Group PLC

13,200

89,933

Common Stocks - continued

Shares

Value (Note 1)

United Kingdom - continued

Royal Bank of Scotland Group PLC

3,000

$ 88,483

Scottish & Southern Energy PLC

7,100

108,880

Shell Transport & Trading Co. PLC (Reg.)

45,790

360,673

Standard Chartered PLC

4,600

82,292

United Business Media PLC

2,994

26,244

Vodafone Group PLC

223,964

577,603

Xstrata PLC

2,500

38,820

TOTAL UNITED KINGDOM

4,028,021

United States of America - 44.9%

Abbott Laboratories

2,690

114,675

AFLAC, Inc.

4,730

169,712

Agere Systems, Inc.:

Class A (a)

25,460

30,807

Class B (a)

33,597

38,637

Albany International Corp. Class A

3,480

104,470

Alcoa, Inc.

2,050

66,625

Allergan, Inc.

1,570

112,349

Allstate Corp.

1,590

76,463

Altera Corp. (a)

22,000

500,060

American International Group, Inc.

2,020

122,634

Amphenol Corp. Class A (a)

4,120

141,440

Analog Devices, Inc.

11,570

465,808

Apache Corp.

2,040

103,428

Apollo Investment Corp.

7,423

100,953

Aramark Corp. Class B

2,710

61,111

Avon Products, Inc.

2,380

94,129

Baker Hughes, Inc.

2,600

111,358

Bank of America Corp.

3,446

154,346

Barr Pharmaceuticals, Inc. (a)

2,250

84,713

BEA Systems, Inc. (a)

490

3,979

Becton, Dickinson & Co.

3,000

157,500

Biogen Idec, Inc. (a)

7,100

412,936

Biomet, Inc.

2,080

97,094

BJ Services Co.

1,400

71,400

Caterpillar, Inc.

960

77,318

Cendant Corp.

5,820

119,834

Centex Corp.

2,980

154,781

Charles Schwab Corp.

5,110

46,757

ChevronTexaco Corp.

4,420

234,525

Clear Channel Communications, Inc.

3,154

105,344

ConocoPhillips

1,190

100,329

Common Stocks - continued

Shares

Value (Note 1)

United States of America - continued

Danaher Corp.

6,280

$ 346,216

Dean Foods Co. (a)

1,700

50,745

Dell, Inc. (a)

18,250

639,845

Dow Chemical Co.

5,020

225,599

Eagle Materials, Inc.

54

3,732

Eagle Materials, Inc. Class B

184

12,295

EMC Corp. (a)

46,620

599,999

Emulex Corp. (a)

10,500

110,355

ENSCO International, Inc.

3,270

99,899

Fannie Mae

1,480

103,822

FedEx Corp.

2,050

186,796

FirstEnergy Corp.

1,190

49,183

Freeport-McMoRan Copper & Gold, Inc. Class B

6,630

240,139

Genentech, Inc. (a)

10,240

466,227

Gillette Co.

5,730

237,680

Golden West Financial Corp., Delaware

1,010

118,089

Hartford Financial Services Group, Inc.

4,200

245,616

HCA, Inc.

1,110

40,770

Herman Miller, Inc.

1,700

39,270

Home Depot, Inc.

1,190

48,885

Hudson Highland Group, Inc. (a)

207

5,913

Intel Corp.

2,640

58,766

Intersil Corp. Class A

640

10,445

J.P. Morgan Chase & Co.

2,580

99,588

Jabil Circuit, Inc. (a)

5,080

123,495

Johnson & Johnson

3,870

225,931

Juniper Networks, Inc. (a)

5,300

141,033

KB Home

420

34,545

KLA-Tencor Corp. (a)

8,640

393,379

Lattice Semiconductor Corp. (a)

960

4,771

Lennar Corp.:

Class A

1,920

86,362

Class B

2,096

86,523

Liberty Media Corp. Class A (a)

7,987

71,244

Liberty Media International, Inc. Class A (a)

1,884

67,918

LSI Logic Corp. (a)

2,750

12,513

Lyondell Chemical Co.

8,380

192,572

Manpower, Inc.

4,400

199,100

Masco Corp.

1,510

51,733

Maytag Corp.

1,360

23,664

McDonald's Corp.

5,100

148,665

Medtronic, Inc.

2,990

152,819

Common Stocks - continued

Shares

Value (Note 1)

United States of America - continued

Merrill Lynch & Co., Inc.

2,010

$ 108,419

MetLife, Inc.

6,860

263,081

Mettler-Toledo International, Inc. (a)

2,550

122,145

Micron Technology, Inc. (a)

3,670

44,701

Microsoft Corp.

18,520

518,375

Millennium Chemicals, Inc. (a)

500

10,740

Monster Worldwide, Inc. (a)

3,370

94,529

Morgan Stanley

3,010

153,781

Motorola, Inc.

2,920

50,399

National Semiconductor Corp. (a)

3,040

50,768

National-Oilwell, Inc. (a)

2,970

100,119

Nextel Communications, Inc. Class A (a)

4,400

116,556

NIKE, Inc. Class B

960

78,058

Northrop Grumman Corp.

760

39,330

Peabody Energy Corp.

4,200

267,876

PepsiCo, Inc.

2,890

143,286

Perrigo Co.

3,780

68,720

Pfizer, Inc.

16,732

484,391

Phelps Dodge Corp.

2,530

221,476

PolyOne Corp. (a)

4,210

31,870

Pride International, Inc. (a)

2,030

37,514

Pulte Homes, Inc.

1,920

105,370

RealNetworks, Inc. (a)

3,190

15,472

SafeNet, Inc. (a)

2,100

64,323

SBC Communications, Inc.

17,600

444,576

St. Jude Medical, Inc. (a)

8,740

669,221

Stryker Corp.

3,960

170,636

Synthes, Inc.

960

102,610

Tenet Healthcare Corp. (a)

3,495

37,466

Teradyne, Inc. (a)

10,720

177,523

Texas Instruments, Inc.

5,020

122,739

Time Warner, Inc. (a)

11,520

191,693

Transocean, Inc. (a)

2,000

70,500

Union Pacific Corp.

750

47,228

UnitedHealth Group, Inc.

1,960

141,904

Univision Communications, Inc. Class A (a)

20,570

636,847

VERITAS Software Corp. (a)

3,020

66,078

Viacom, Inc. Class B (non-vtg.)

4,701

171,539

Volterra Semiconductor Corp.

2,700

45,900

Wachovia Corp.

4,080

200,777

Wal-Mart Stores, Inc.

1,550

83,576

Waste Management, Inc.

4,510

128,445

Common Stocks - continued

Shares

Value (Note 1)

United States of America - continued

Weatherford International Ltd. (a)

5,750

$ 300,495

Wells Fargo & Co.

1,000

59,720

Whole Foods Market, Inc.

810

65,958

Wyeth

1,970

78,111

Xilinx, Inc.

1,010

30,906

Zimmer Holdings, Inc. (a)

6,580

510,542

TOTAL UNITED STATES OF AMERICA

18,037,945

TOTAL COMMON STOCKS

(Cost $33,772,470)

37,688,940

Nonconvertible Preferred Stocks - 0.8%

Australia - 0.1%

News Corp. Ltd. (ltd. vtg.)

3,649

28,688

Germany - 0.3%

Fresenius AG

1,100

93,329

Fresenius Medical Care AG

330

18,062

ProSiebenSat.1 Media AG

1,743

31,316

TOTAL GERMANY

142,707

Italy - 0.4%

Telecom Italia Spa (Risp)

66,970

167,375

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $273,874)

338,770

Government Obligations - 0.1%

Principal Amount

United States of America - 0.1%

U.S. Treasury Bills, yield at date of purchase 1.65% 12/9/04 (e)
(Cost $49,911)

$ 50,000

49,909

Money Market Funds - 5.4%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 1.79% (b)
(Cost $2,148,942)

2,148,942

$ 2,148,942

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $36,245,197)

40,226,561

NET OTHER ASSETS - (0.2)%

(89,919)

NET ASSETS - 100%

$ 40,136,642

Futures Contracts

Expiration Date

Underlying Face Amount at Value

Unrealized Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

14 S&P 500 E-Mini Index Contracts

Dec. 2004

$ 791,210

$ 5,956

The face value of futures purchased as a percentage of net assets - 2%

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $1,474 or 0.0% of net assets.

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

(e) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $49,909.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $2,302,000, all of which will expire on October 31, 2010.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (cost $36,245,197) - See accompanying schedule

$ 40,226,561

Receivable for investments sold

295,275

Receivable for fund shares sold

25,476

Dividends receivable

43,873

Interest receivable

2,880

Receivable for daily variation on futures contracts

2,086

Receivable from investment adviser for expense reductions

10,270

Other affiliated receivables

16

Other receivables

4,531

Total assets

40,610,968

Liabilities

Payable for investments purchased

Regular delivery

$ 327,672

Delayed delivery

21,073

Payable for fund shares redeemed

8,787

Accrued management fee

23,855

Distribution fees payable

18,138

Other affiliated payables

17,770

Other payables and accrued expenses

57,031

Total liabilities

474,326

Net Assets

$ 40,136,642

Net Assets consist of:

Paid in capital

$ 38,587,688

Accumulated net investment loss

(40,373)

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

(2,399,835)

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

3,989,162

Net Assets

$ 40,136,642

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($8,449,731 ÷ 711,450 shares)

$ 11.88

Maximum offering price per share (100/94.25 of $11.88)

$ 12.60

Class T:
Net Asset Value
and redemption price per share ($20,965,689 ÷ 1,789,747 shares)

$ 11.71

Maximum offering price per share
(100/96.50 of $11.71)

$ 12.13

Class B:
Net Asset Value
and offering price per share ($5,574,978 ÷ 489,910 shares) A

$ 11.38

Class C:
Net Asset Value
and offering price per share ($3,959,211 ÷ 347,492 shares) A

$ 11.39

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,187,033 ÷ 98,407 shares)

$ 12.06

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 532,821

Interest

27,083

559,904

Less foreign taxes withheld

(38,359)

Total income

521,545

Expenses

Management fee

$ 270,966

Transfer agent fees

178,539

Distribution fees

209,062

Accounting fees and expenses

37,524

Non-interested trustees' compensation

189

Custodian fees and expenses

79,294

Registration fees

66,170

Audit

35,089

Legal

3,594

Miscellaneous

24,415

Total expenses before reductions

904,842

Expense reductions

(144,987)

759,855

Net investment income (loss)

(238,310)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

2,692,845

Foreign currency transactions

(4,338)

Futures contracts

78,212

Total net realized gain (loss)

2,766,719

Change in net unrealized appreciation (depreciation) on:

Investment securities

807,192

Assets and liabilities in foreign currencies

1,008

Futures contracts

(28,444)

Total change in net unrealized appreciation (depreciation)

779,756

Net gain (loss)

3,546,475

Net increase (decrease) in net assets resulting from operations

$ 3,308,165

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (238,310)

$ (154,031)

Net realized gain (loss)

2,766,719

133,708

Change in net unrealized appreciation (depreciation)

779,756

5,656,575

Net increase (decrease) in net assets resulting
from operations

3,308,165

5,636,252

Share transactions - net increase (decrease)

6,774,804

954,173

Redemption fees

1,085

-

Total increase (decrease) in net assets

10,084,054

6,590,425

Net Assets

Beginning of period

30,052,588

23,462,163

End of period (including accumulated net investment loss of $40,373 and accumulated net investment loss of $32,311, respectively)

$ 40,136,642

$ 30,052,588

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.73

$ 8.62

$ 9.76

$ 12.62

$ 11.79

Income from Investment Operations

Net investment income (loss) C

(.04)

(.02)

(.05)

(.02) E

(.04) D

Net realized and unrealized gain (loss)

1.19

2.13

(1.09)

(2.84)

1.13

Total from investment operations

1.15

2.11

(1.14)

(2.86)

1.09

Distributions from net realized gain

-

-

-

-

(.20)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.26)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.88

$ 10.73

$ 8.62

$ 9.76

$ 12.62

Total Return A, B

10.72%

24.48%

(11.68)%

(22.66)%

9.28%

Ratios to Average Net Assets F

Expenses before expense reductions

1.97%

2.25%

2.38%

2.40%

2.32%

Expenses net of voluntary waivers, if any

1.75%

1.76%

1.94%

2.00%

2.00%

Expenses net of all reductions

1.72%

1.73%

1.92%

1.96%

1.99%

Net investment income (loss)

(.33)%

(.27)%

(.57)%

(.17)%

(.33)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,450

$ 4,436

$ 3,343

$ 3,516

$ 2,868

Portfolio turnover rate

59%

53%

76%

141%

106%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.61

$ 8.54

$ 9.70

$ 12.60

$ 11.77

Income from Investment Operations

Net investment income (loss) C

(.07)

(.05)

(.08)

(.05) E

(.08) D

Net realized and unrealized gain (loss)

1.17

2.12

(1.08)

(2.85)

1.15

Total from investment operations

1.10

2.07

(1.16)

(2.90)

1.07

Distributions from net realized gain

-

-

-

-

(.18)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.24)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.71

$ 10.61

$ 8.54

$ 9.70

$ 12.60

Total Return A, B

10.37%

24.24%

(11.96)%

(23.02)%

9.12%

Ratios to Average Net Assets F

Expenses before expense reductions

2.39%

2.65%

2.85%

2.88%

2.70%

Expenses net of voluntary waivers, if any

2.00%

2.01%

2.19%

2.25%

2.25%

Expenses net of all reductions

1.97%

1.98%

2.16%

2.21%

2.24%

Net investment income (loss)

(.58)%

(.52)%

(.81)%

(.42)%

(.58)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 20,966

$ 17,334

$ 12,496

$ 7,642

$ 8,019

Portfolio turnover rate

59%

53%

76%

141%

106%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.36

$ 8.38

$ 9.56

$ 12.48

$ 11.71

Income from Investment Operations

Net investment income (loss) C

(.12)

(.09)

(.12)

(.10) E

(.14) D

Net realized and unrealized gain (loss)

1.14

2.07

(1.06)

(2.82)

1.14

Total from investment operations

1.02

1.98

(1.18)

(2.92)

1.00

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.23)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.38

$ 10.36

$ 8.38

$ 9.56

$ 12.48

Total Return A, B

9.85%

23.63%

(12.34)%

(23.40)%

8.56%

Ratios to Average Net Assets F

Expenses before expense reductions

3.00%

3.25%

3.36%

3.30%

3.24%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.69%

2.75%

2.75%

Expenses net of all reductions

2.47%

2.47%

2.66%

2.71%

2.74%

Net investment income (loss)

(1.08)%

(1.01)%

(1.31)%

(.92)%

(1.08)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,575

$ 4,918

$ 3,848

$ 4,865

$ 5,187

Portfolio turnover rate

59%

53%

76%

141%

106%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.38

$ 8.39

$ 9.58

$ 12.49

$ 11.71

Income from Investment Operations

Net investment income (loss) C

(.12)

(.09)

(.12)

(.10) E

(.14) D

Net realized and unrealized gain (loss)

1.13

2.08

(1.07)

(2.81)

1.15

Total from investment operations

1.01

1.99

(1.19)

(2.91)

1.01

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.23)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.39

$ 10.38

$ 8.39

$ 9.58

$ 12.49

Total Return A, B

9.73%

23.72%

(12.42)%

(23.30)%

8.65%

Ratios to Average Net Assets F

Expenses before expense reductions

2.87%

3.10%

3.18%

3.16%

3.13%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.69%

2.75%

2.75%

Expenses net of all reductions

2.47%

2.47%

2.66%

2.71%

2.74%

Net investment income (loss)

(1.08)%

(1.01)%

(1.31)%

(.92)%

(1.08)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,959

$ 3,190

$ 2,967

$ 3,750

$ 5,146

Portfolio turnover rate

59%

53%

76%

141%

106%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.88

$ 8.68

$ 9.81

$ 12.68

$ 11.81

Income from Investment Operations

Net investment income (loss) B

(.01)

- F

(.03)

.01 D

(.01) C

Net realized and unrealized gain (loss)

1.19

2.20

(1.10)

(2.88)

1.16

Total from investment operations

1.18

2.20

(1.13)

(2.87)

1.15

Distributions from net realized gain

-

-

-

-

(.21)

Distributions in excess of net realized gain

-

-

-

-

(.07)

Total distributions

-

-

-

-

(.28)

Redemption fees added to paid in capital B

- F

-

-

-

-

Net asset value, end of period

$ 12.06

$ 10.88

$ 8.68

$ 9.81

$ 12.68

Total Return A

10.85%

25.35%

(11.52)%

(22.63)%

9.79%

Ratios to Average Net Assets E

Expenses before expense reductions

1.55%

1.87%

1.95%

2.02%

2.06%

Expenses net of voluntary waivers, if any

1.50%

1.50%

1.70%

1.75%

1.75%

Expenses net of all reductions

1.47%

1.48%

1.67%

1.71%

1.74%

Net investment income (loss)

(.08)%

(.01)%

(.32)%

.08%

(.08)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,187

$ 175

$ 808

$ 909

$ 1,256

Portfolio turnover rate

59%

53%

76%

141%

106%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.03 per share.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Global Equity Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to futures transactions, foreign currency transactions, passive foreign investment companies (PFIC), net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 5,749,358

Unrealized depreciation

(1,898,026)

Net unrealized appreciation (depreciation)

3,851,332

Capital loss carryforward

(2,302,388)

Cost for federal income tax purposes

$ 36,375,229

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

2. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors

Futures Contracts. The fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase the fund's exposure to the underlying instrument, while selling futures tends to decrease the fund's exposure to the underlying instrument or hedge other fund investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counter-parties do not perform under the contracts' terms. Gains (losses) are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $27,334,237 and $20,514,668, respectively.

Annual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 18,004

$ 1,049

Class T

.25%

.25%

100,260

-

Class B

.75%

.25%

54,004

40,502

Class C

.75%

.25%

36,794

7,457

$ 209,062

$ 49,008

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

Retained
by FDC

Class A

$ 7,416

Class T

6,434

Class B*

15,613

Class C*

187

$ 29,650

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

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

Amount

% of
Average
Net Assets

Class A

$ 26,405

.37

Class T

99,057

.49

Class B

32,897

.61

Class C

17,678

.48

Institutional Class

2,502

.25

$ 178,539

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $25,898 for the period.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,534 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

1.75%

$ 16,007

Class T

2.00%

77,760

Class B

2.50%

27,180

Class C

2.50%

13,535

Institutional Class

1.50%

479

$ 134,961

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 $10,026 for the period.

Annual Report

Notes to Financial Statements - continued

7. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

384,850

136,246

$ 4,439,108

$ 1,270,282

Shares redeemed

(86,624)

(110,997)

(1,001,333)

(1,047,311)

Net increase (decrease)

298,226

25,249

$ 3,437,775

$ 222,971

Class T

Shares sold

937,092

589,459

$ 10,650,883

$ 5,360,716

Shares redeemed

(780,388)

(419,255)

(8,915,832)

(3,739,570)

Net increase (decrease)

156,704

170,204

$ 1,735,051

$ 1,621,146

Class B

Shares sold

138,798

101,806

$ 1,541,743

$ 919,391

Shares redeemed

(123,447)

(86,440)

(1,364,796)

(766,624)

Net increase (decrease)

15,351

15,366

$ 176,947

$ 152,767

Class C

Shares sold

106,121

46,725

$ 1,182,163

$ 426,595

Shares redeemed

(66,101)

(92,865)

(732,887)

(817,236)

Net increase (decrease)

40,020

(46,140)

$ 449,276

$ (390,641)

Institutional Class

Shares sold

122,911

28,067

$ 1,457,480

$ 247,062

Shares redeemed

(40,611)

(105,018)

(481,725)

(899,132)

Net increase (decrease)

82,300

(76,951)

$ 975,755

$ (652,070)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Global Equity Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Global Equity Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Global Equity Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Global Equity (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Global Equity. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Richard C Habermann (64)

Year of Election or Appointment: 1998
Vice President of Advisor Global Equity. Mr. Habermann serves as Vice President of other funds advised by FMR. Mr. Habermann also serves as Senior Vice President of FMR and FMR Co., Inc. (2001).

Harry W. Lange (52)

Year of Election or Appointment: 2002
Vice President of Advisor Global Equity. Mr. Lange also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Lange managed a variety of Fidelity funds. Mr. Lange also serves as Vice President of FMR (2000) and FMR Co., Inc. (2001).

Peter J. Millington (39)

Year of Election or Appointment: 2004

Vice President of Advisor Global Equity. Mr. Millington also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Millington worked as a quantitative analyst and portfolio manager. Mr. Millington also serves as Vice President of FMR (2004) and FMR Co., Inc. (2004).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Global Equity. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Global Equity. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Global Equity. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Global Equity. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Global Equity. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Global Equity. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Global Equity. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Global Equity. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Global Equity. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Global Equity. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Global Equity. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

14,123,933.70

70.381

Against

2,055,191.21

10.241

Abstain

1,512,009.30

7.535

Broker
Non-Votes

2,376,651.52

11.843

TOTAL

20,067,785.73

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

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

Global Equity

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

25

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

Notes

34

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

43

Trustees and Officers

43

Proxy Voting Results

55

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fund
A

Institutional Class

10.85%

0.87%

3.63%

A From December 17, 1998

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Global Equity Fund - Institutional Class on December 17, 1998, when the fund started. The chart shows how the value of your investment would have grown, and also shows how the MSCI® World Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Richard Habermann, Portfolio Manager of Fidelity® Advisor Global Equity Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East Index - representing the performance of developed stock markets outside the United States and Canada - gained 19.00%, versus 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in capital spending.

The fund's Institutional Class shares gained 10.85% for the year, while the Morgan Stanley Capital International World Index rose 13.65% and the LipperSM Global Funds Average returned 11.90%. Favorable security selection overall was overwhelmed by weak sector selection. From a regional perspective, I overweighted Japan relative to the index, while slightly underweighting the United States. Unfortunately, that strategy was ineffective as Japan lagged most developed markets for the year overall. I also slightly underweighted surging European equities, but more than made up for it with favorable country selection. Despite good stock picking and some well-timed sector shifts, the U.S. subportfolio underperformed, mainly by overweighting weak media and pharmaceutical stocks such as Univision and Merck, respectively. Elsewhere, an emphasis on Japanese consumer cyclicals - including auto-related firms NOK and Stanley Electric - hurt results in that market. Conversely, we had a strong showing in Europe, particularly in the consumer and technology spaces, where Spain-based tobacco giant Altadis and Swedish telecommunications equipment maker Ericsson were standouts. In the United States, some good picks in technology and health care equipment contributed, led by cell phone giant Motorola and medical device maker St. Jude.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Annual Report

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

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,025.90

$ 8.91

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class T

Actual

$ 1,000.00

$ 1,023.60

$ 10.17

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class B

Actual

$ 1,000.00

$ 1,021.50

$ 12.70

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Class C

Actual

$ 1,000.00

$ 1,021.50

$ 12.70

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Institutional Class

Actual

$ 1,000.00

$ 1,026.40

$ 7.64

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.75%

Class T

2.00%

Class B

2.50%

Class C

2.50%

Institutional Class

1.50%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

St. Jude Medical, Inc. (United States of America, Health Care Equipment & Supplies)

1.7

1.6

Dell, Inc. (United States of America, Computers & Peripherals)

1.6

0.9

Univision Communications, Inc. Class A (United States of America, Media)

1.6

1.5

EMC Corp. (United States of America, Computers & Peripherals)

1.5

0.5

Seagate Technology (Cayman Islands, Computers & Peripherals)

1.4

0.0

7.8

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

18.4

16.5

Information Technology

16.4

12.0

Health Care

14.0

17.9

Consumer Discretionary

12.6

15.2

Energy

9.2

7.5

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

United States of America

46.9

52.2

Japan

11.1

11.1

United Kingdom

10.0

8.5

France

3.9

3.9

Canada

2.5

2.2

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks and
Equity Futures 96.7%

Stocks and
Equity Futures 97.8%

Short-Term
Investments and
Net Other Assets 3.3%

Short-Term
Investments and
Net Other Assets 2.2%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 93.9%

Shares

Value (Note 1)

Australia - 2.3%

Amcor Ltd.

1,300

$ 7,427

AMP Ltd.

10,900

51,988

Australia & New Zealand Banking Group Ltd.

5,709

87,202

Australian Gas Light Co.

1,053

10,328

Australian Stock Exchange Ltd.

700

9,702

AXA Asia Pacific Holdings Ltd.

17,000

48,624

Babcock & Brown Ltd.

1,200

7,125

BHP Billiton Ltd.

12,385

127,999

Billabong International Ltd.

2,500

19,655

Bradken Ltd.

2,900

6,688

Brambles Industries Ltd.

2,100

11,148

Coca-Cola Amatil Ltd.

3,142

17,315

Coles Myer Ltd.

1,000

7,143

Commonwealth Bank of Australia

3,300

79,315

CSL Ltd.

2,749

59,279

Fosters Group Ltd.

6,500

24,578

Gunns Ltd.

1,177

3,640

Gunns Ltd.

3,531

10,919

Lion Nathan Ltd.

2,700

15,930

Macquarie Airports Fund

4,600

9,747

National Australia Bank

600

12,690

Newcrest Mining Ltd.

2,100

26,196

News Corp. Ltd.

3,023

24,381

Origin Energy Ltd.

2,046

10,341

Publishing & Broadcasting Ltd.

655

7,175

QBE Insurance Group Ltd.

3,108

31,951

Rinker Group Ltd.

784

5,095

Rio Tinto Ltd.

348

9,537

Westfield Group unit (a)

5,100

57,279

Westpac Banking Corp.

5,000

70,682

Woodside Petroleum Ltd.

1,200

17,494

Woolworths Ltd.

2,000

20,037

TOTAL AUSTRALIA

908,610

Belgium - 0.7%

Agfa-Gevaert NV

1,700

53,735

Belgacom SA

1,600

58,969

Colruyt NV

700

101,762

Mobistar SA (a)

800

60,197

TOTAL BELGIUM

274,663

Common Stocks - continued

Shares

Value (Note 1)

Bermuda - 0.7%

Bunge Ltd.

2,000

$ 95,460

Marvell Technology Group Ltd. (a)

6,400

182,848

TOTAL BERMUDA

278,308

Canada - 2.5%

Aastra Technologies Ltd. (a)

390

5,028

Ainsworth Lumber Ltd.

270

5,631

Alcan, Inc.

370

17,120

Alimentation Couche-Tard, Inc. Class B (sub. vtg.) (a)

460

10,614

Alliance Atlantis Communications, Inc. Class B (non-vtg.) (a)

240

5,518

Astral Media, Inc. Class A (non-vtg.)

240

5,557

Bank of Montreal, Quebec

760

35,914

Bank of Nova Scotia

1,580

51,376

Barrick Gold Corp.

270

6,119

BCE, Inc.

660

15,331

Brascan Corp. Class A (ltd. vtg.)

725

25,825

Canadian Imperial Bank of Commerce

650

39,442

Canadian National Railway Co.

170

9,156

Canadian Natural Resources Ltd.

900

37,896

Canadian Tire Corp. Ltd. Class A (non vtg.)

190

8,152

Canfor Corp. (a)

1,280

15,377

Cascades, Inc.

380

4,228

Cedara Software Corp. (a)

570

4,250

Celestica, Inc. (sub. vtg.) (a)

410

5,956

Chum Ltd. Class B (non-vtg.)

270

6,205

Corby Distilleries Ltd. Class A

70

3,768

CryoCath Technologies, Inc. (a)

750

4,095

Cryptologic, Inc.

270

4,137

EnCana Corp.

674

33,427

Falconbridge Ltd.

570

14,345

Fraser Papers, Inc. (a)

134

1,546

Geac Computer Corp. Ltd. (a)

1,240

8,573

Gerdau AmeriSteel Corp. (a)

2,900

14,026

Great-West Lifeco, Inc.

160

3,338

GSI Lumonics, Inc. (a)

940

8,305

Home Capital Group, Inc.

380

8,347

Inco Ltd. (a)

270

9,549

Inmet Mining Corp. (a)

860

13,311

International Forest Products (Interfor) Class A (a)

880

5,607

IPSCO, Inc.

580

15,507

Leitch Technology Corp. (a)

200

1,494

Loblaw Companies Ltd.

95

5,156

Common Stocks - continued

Shares

Value (Note 1)

Canada - continued

Manulife Financial Corp.

930

$ 43,436

Mediagrif Interactive Technologies, Inc. (a)

230

1,737

Mitec Telecom, Inc. (a)

930

1,016

Mullen Transportation, Inc.

110

3,884

National Bank of Canada

730

29,240

Noranda, Inc.

530

9,126

Norbord, Inc.

670

6,057

Nortel Networks Corp. (a)

2,570

8,712

NOVA Chemicals Corp.

390

15,227

Open Text Corp. (a)

610

10,278

Pason Systems, Inc.

90

2,255

Petro-Canada

400

21,835

PetroKazakhstan, Inc. Class A

610

22,540

Placer Dome, Inc.

780

16,768

Potash Corp. of Saskatchewan

200

13,409

Power Corp. of Canada (sub. vtg.)

540

13,001

Power Financial Corp.

720

17,736

QLT, Inc. (a)

380

6,303

Quebecor, Inc. Class B (sub. vtg.)

470

9,995

Reitmans Canada Ltd. Class A (non-vtg.)

540

9,312

Research in Motion Ltd. (a)

240

21,155

Riverside Forest Products Ltd.

260

8,533

Rogers Wireless Communications, Inc. Class B (a)

470

17,058

RONA, Inc. (a)

550

15,355

Royal Bank of Canada

610

31,756

Russel Metals, Inc.

1,310

14,048

Sherritt International Corp. (a)

800

5,235

Sierra Wireless, Inc. (a)

480

8,198

Sino-Forest Corp. (a)

2,080

4,799

Sleeman Breweries Ltd. (a)

40

498

Sun Life Financial, Inc.

1,030

31,682

Talisman Energy, Inc.

780

20,943

Teck Cominco Ltd. Class B (sub. vtg.)

140

3,350

Toromont Industries Ltd.

200

3,170

Toronto-Dominion Bank

1,170

47,056

Transat A.T., Inc. (a)

470

8,683

TSX Group, Inc.

355

14,910

Tundra Semiconductor Corp. Ltd. (a)

290

4,274

Tundra Semiconductor Corp. Ltd. (a)(c)

100

1,474

TVA Group, Inc. Class B (non. vtg.)

340

5,444

Vitran Corp., Inc. (a)

350

5,633

Common Stocks - continued

Shares

Value (Note 1)

Canada - continued

Wajax Ltd.

200

$ 1,848

West Fraser Timber Co. Ltd.

340

13,401

TOTAL CANADA

1,019,596

Cayman Islands - 2.1%

Ctrip.com International Ltd. ADR

300

11,991

Noble Corp. (a)

5,960

272,253

Seagate Technology

45,820

579,165

TOTAL CAYMAN ISLANDS

863,409

Denmark - 0.8%

Danske Bank AS

4,230

118,542

ISS AS

1,928

102,915

Novo Nordisk AS Series B

2,000

99,699

TOTAL DENMARK

321,156

Finland - 0.4%

Fortum Oyj

9,240

141,893

France - 3.9%

AXA SA

5,474

118,512

BNP Paribas SA

3,292

224,751

CNP Assurances

600

40,963

Credit Agricole SA

4,063

119,431

France Telecom SA

2,714

78,028

Sanofi-Aventis

2,463

179,799

Societe Generale Series A

800

74,427

Suez SA (France)

2,800

65,643

Total SA Series B

2,025

422,334

Vivendi Universal SA (a)

8,300

227,669

TOTAL FRANCE

1,551,557

Germany - 1.6%

Allianz AG (Reg.)

1,600

170,400

Continental AG

2,000

109,542

Deutsche Boerse AG

877

43,938

Deutsche Telekom AG (Reg.) (a)

11,400

219,678

Merck KGaA

800

44,708

Siemens AG (Reg.)

500

37,370

TOTAL GERMANY

625,636

Greece - 0.6%

Cosmote Mobile Telecommunications SA

4,300

77,918

Common Stocks - continued

Shares

Value (Note 1)

Greece - continued

EFG Eurobank Ergasias SA

3,100

$ 85,054

Greek Organization of Football Prognostics SA

3,500

71,574

TOTAL GREECE

234,546

Hong Kong - 0.7%

Cafe de Coral Holdings Ltd.

6,000

6,475

Cheung Kong Holdings Ltd.

4,000

33,146

CLP Holdings Ltd.

5,400

31,011

Esprit Holdings Ltd.

3,500

18,706

Henderson Land Development Co. Ltd.

4,000

18,552

Hong Kong & China Gas Co. Ltd.

10,400

20,042

Hong Kong Electric Holdings Ltd.

1,500

6,706

Hysan Development Co. Ltd.

6,000

9,944

Jardine Matheson Holdings Ltd.

1,000

14,800

Li & Fung Ltd.

14,000

20,684

PCCW Ltd. (a)

26,000

15,783

Sun Hung Kai Properties Ltd.

2,000

18,500

Swire Pacific Ltd. (A Shares)

2,500

17,665

Television Broadcasts Ltd.

4,000

17,113

Wharf Holdings Ltd.

6,000

19,734

Wing Hang Bank Ltd.

500

3,421

TOTAL HONG KONG

272,282

Ireland - 0.4%

CRH PLC

6,327

151,812

Italy - 1.5%

Autostrade Spa

4,940

108,417

Banca Intesa Spa

13,109

53,850

Banco Popolare di Verona e Novara

7,490

133,231

ENI Spa

11,211

256,575

Riunione Adriatica di Sicurta Spa (RAS)

2,315

49,044

TOTAL ITALY

601,117

Japan - 11.1%

Acom Co. Ltd.

350

21,992

Advantest Corp.

400

28,006

Aeon Co. Ltd.

1,400

22,435

Aisin Seiki Co. Ltd.

1,500

33,661

Ajinomoto Co., Inc.

1,000

11,093

Asahi Glass Co. Ltd.

6,000

55,218

Bridgestone Corp.

3,000

54,424

Canon, Inc.

1,200

59,400

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Citizen Watch Co. Ltd.

2,000

$ 18,822

Culture Convenience Club Co. Ltd.

900

11,225

Cyber Agent Ltd. (a)

2

5,820

Dai Nippon Printing Co. Ltd.

2,000

27,420

Daicel Chemical Industries Ltd.

2,000

9,468

Dainippon Ink & Chemicals, Inc.

6,000

13,549

Dainippon Screen Manufacturing Co. Ltd.

3,000

15,534

Daiwa House Industry Co. Ltd.

1,000

10,242

Daiwa Securities Group, Inc.

5,000

30,708

Denki Kagaku Kogyo KK

4,000

12,170

Denso Corp.

2,100

50,399

East Japan Railway Co.

13

68,418

FamilyMart Co. Ltd.

1,100

29,570

Fancl Corp.

400

14,740

Fanuc Ltd.

400

24,189

Fast Retailing Co. Ltd.

400

25,474

Fuji Heavy Industries Ltd.

5,000

24,330

Fuji Photo Film Co. Ltd.

3,600

123,135

Fuji Television Network, Inc.

19

42,906

Fujikura Ltd.

5,000

22,015

Fujitsu Ltd.

12,000

71,545

Funai Electric Co. Ltd.

200

26,192

Furukawa Electric Co. Ltd. (a)

3,000

12,586

Hitachi Cable Ltd.

4,000

15,685

Hitachi Chemical Co. Ltd.

1,300

20,562

Hitachi Information Systems Co. Ltd.

400

9,997

Honda Motor Co. Ltd.

3,000

145,740

Ibiden Co. Ltd.

800

12,344

Isetan Co. Ltd.

800

8,164

Ito Yokado Ltd.

2,100

75,400

ITOCHU TECHNO-SCIENCE Corp. (CTC)

700

28,308

Izumi Co. Ltd.

400

8,031

JAFCO Co. Ltd.

600

30,897

JFE Holdings, Inc.

1,600

43,010

Js Group Corp.

1,000

17,820

JSR Corp.

600

10,930

Kamigumi Co. Ltd.

3,000

21,316

KDDI Corp.

15

72,282

Keyence Corp.

100

22,563

Konica Minolta Holdings, Inc.

3,500

46,761

Kyocera Corp.

600

43,596

Matsushita Electric Industrial Co. Ltd.

2,000

29,020

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Meitec Corp.

700

$ 26,390

Millea Holdings, Inc.

5

66,141

Mitsubishi Corp.

800

8,852

Mitsubishi Electric Corp.

8,000

37,492

Mitsubishi Securities Co. Ltd.

3,000

27,921

Mitsubishi Tokyo Financial Group, Inc. (MTFG)

8

67,920

Mitsui & Co. Ltd.

5,000

42,094

Mitsui Fudosan Co. Ltd.

3,000

31,889

Mitsui O.S.K. Lines Ltd.

3,000

17,801

Mizuho Financial Group, Inc.

22

85,019

Murata Manufacturing Co. Ltd.

600

28,629

NEC Corp.

4,000

22,223

NGK Insulators Ltd.

6,000

48,528

NGK Spark Plug Co. Ltd.

4,000

39,382

Nintendo Co. Ltd.

300

33,902

Nippon Electric Glass Co. Ltd.

2,000

44,692

Nippon Express Co. Ltd.

2,000

9,657

Nippon Mining Holdings, Inc.

2,000

9,524

Nippon Paper Group, Inc.

2

8,901

Nippon Sheet Glass Co. Ltd.

2,000

6,746

Nippon Steel Corp.

19,000

44,522

Nippon Television Network Corp.

360

53,268

Nishi-Nippon City Bank Ltd.

7,000

31,152

Nitto Denko Corp.

900

42,774

NOK Corp.

1,800

54,764

Nomura Holdings, Inc.

3,000

36,510

Nomura Research Institute Ltd.

300

26,248

NTT Data Corp.

6

16,497

NTT DoCoMo, Inc.

44

77,744

NTT Urban Development Co. (a)(d)

5

21,260

Olympus Corp.

1,000

19,417

ORIX Corp.

200

23,489

Pioneer Corp.

400

7,253

Renown D'urban Holdings, Inc. (a)

900

8,121

Ricoh Co. Ltd.

3,000

56,125

Rohm Co. Ltd.

1,000

102,802

Sanden Corp.

4,000

26,154

Sanken Electric Co. Ltd.

2,000

23,395

Sankyo Co. Ltd. (Gunma)

600

24,037

Seiko Epson Corp.

700

28,970

Seven Eleven Japan Co. Ltd.

1,000

29,007

SFCG Co. Ltd.

380

79,996

Common Stocks - continued

Shares

Value (Note 1)

Japan - continued

Sharp Corp.

2,000

$ 27,666

Shimachu Co. Ltd.

800

18,633

Shin-Etsu Chemical Co. Ltd.

700

26,655

SMC Corp.

200

21,448

Softbank Corp.

500

22,677

Sompo Japan Insurance, Inc.

3,000

26,192

Sony Corp.

1,000

34,850

Stanley Electric Co. Ltd.

2,800

43,256

Sumitomo Chemical Co. Ltd.

10,000

48,566

Sumitomo Corp.

8,000

59,640

Sumitomo Electric Industries Ltd.

5,000

47,480

Sumitomo Mitsui Financial Group, Inc.

17

110,672

Sumitomo Osaka Cement Co. Ltd.

4,000

8,806

Sumitomo Realty & Development Co. Ltd.

4,000

44,031

Suzuki Motor Corp.

1,600

28,331

T&D Holdings, Inc. (a)

300

13,266

Taiyo Yuden Co. Ltd.

2,000

20,900

Takeda Pharamaceutical Co. Ltd.

600

29,026

Teijin Ltd.

10,000

38,929

Tokyo Broadcasting System, Inc.

2,400

38,505

Tokyo Electric Power Co.

1,900

43,086

Tokyo Electron Ltd.

500

27,165

Tokyu Corp.

4,000

18,141

Toray Industries, Inc.

8,000

37,417

Toshiba Machine Co. Ltd.

6,000

23,130

Toyota Motor Corp.

5,800

225,011

Toyota Tsusho Corp.

1,000

13,200

UFJ Holdings, Inc. (a)

18

83,677

UMC Japan (a)

5

2,131

Yahoo! Japan Corp. (a)

3

13,578

Yamaha Motor Co. Ltd.

3,000

45,722

Yamanouchi Pharmaceutical Co. Ltd.

600

22,053

Yamato Transport Co. Ltd.

2,000

27,004

Yokogawa Electric Corp.

2,000

26,116

TOTAL JAPAN

4,453,280

Liberia - 0.3%

Royal Caribbean Cruises Ltd.

2,700

125,820

Luxembourg - 0.1%

Millicom International Cellular SA unit (a)

1,300

26,369

Marshall Islands - 0.1%

Teekay Shipping Corp.

1,100

50,820

Common Stocks - continued

Shares

Value (Note 1)

Netherlands - 1.4%

Euronext NV

1,350

$ 39,216

ING Groep NV (Certificaten Van Aandelen)

8,610

229,284

James Hardie Industries NV

1,200

5,661

Koninklijke Numico NV (Certificaten Van Aandelen) (a)

7,000

236,668

Rodamco Europe NV

800

54,566

TOTAL NETHERLANDS

565,395

Netherlands Antilles - 0.3%

Schlumberger Ltd. (NY Shares)

1,900

119,586

New Zealand - 0.1%

Fisher & Paykel Healthcare Corp.

3,500

6,949

Sky City Entertainment Group Ltd.

2,400

7,361

Telecom Corp. of New Zealand Ltd.

5,317

21,128

TOTAL NEW ZEALAND

35,438

Norway - 0.7%

DnB NOR ASA

11,980

101,734

Statoil ASA

4,200

60,930

Telenor ASA

10,200

81,405

Yara International ASA

3,701

39,722

TOTAL NORWAY

283,791

Papua New Guinea - 0.0%

Oil Search Ltd.

7,800

10,162

Singapore - 0.6%

City Developments Ltd.

3,000

11,365

City Developments Ltd. warrants 10/5/06 (a)

300

689

DBS Group Holdings Ltd.

4,000

37,524

Flextronics International Ltd. (a)

10,070

121,344

Keppel Corp. Ltd.

4,000

19,243

Oversea-Chinese Banking Corp. Ltd.

4,000

33,194

Singapore Exchange Ltd.

6,000

6,350

Singapore Post Ltd.

34,000

16,459

TOTAL SINGAPORE

246,168

Spain - 2.2%

Acerinox SA (Reg.)

4,000

55,744

Actividades de Construccion y Servicios SA (ACS)

4,053

78,785

Altadis SA (Spain)

8,400

309,263

Bankinter SA

1,100

49,240

Corporacion Mapfre SA (Reg.)

3,100

39,274

Common Stocks - continued

Shares

Value (Note 1)

Spain - continued

Sogecable SA (a)

2,450

$ 97,193

Telefonica SA

14,253

236,742

TOTAL SPAIN

866,241

Sweden - 1.5%

Hennes & Mauritz AB (H&M) (B Shares)

5,651

164,944

Skandia Foersaekrings AB

15,000

55,974

Svenska Handelsbanken AB (A Shares)

4,678

101,499

Telefonaktiebolaget LM Ericsson (B Shares) (a)

102,111

295,203

TOTAL SWEDEN

617,620

Switzerland - 2.4%

Compagnie Financiere Richemont unit

3,017

85,799

Credit Suisse Group (Reg.)

1,956

67,032

Nestle SA (Reg.)

341

80,908

Novartis AG (Reg.)

6,575

315,666

Roche Holding AG (participation certificate)

2,467

252,941

UBS AG (Reg.)

2,419

175,353

TOTAL SWITZERLAND

977,699

United Kingdom - 10.0%

3i Group PLC

18,920

202,526

Abbey National PLC

3,300

38,326

Anglo American PLC (United Kingdom)

3,557

78,046

AstraZeneca PLC (Sweden)

3,462

142,645

BAE Systems PLC

20,200

88,440

Barclays PLC

13,070

128,936

BG Group PLC

26,090

170,202

BP PLC

56,800

551,433

British Land Co. PLC

8,200

112,262

British Sky Broadcasting Group PLC (BSkyB)

6,000

56,067

Carnival PLC

3,200

169,728

GlaxoSmithKline PLC

9,131

193,577

HSBC Holdings PLC:

(Hong Kong) (Reg.)

3,844

62,296

(United Kingdom) (Reg.)

22,040

357,180

ITV PLC

23,269

45,754

Kesa Electricals PLC

9,236

46,165

Kingfisher PLC

10,558

58,642

Man Group PLC

3,250

78,059

Prudential PLC

9,790

72,052

Prudential PLC rights 11/10/04 (a)

1,631

2,757

Reuters Group PLC

13,200

89,933

Common Stocks - continued

Shares

Value (Note 1)

United Kingdom - continued

Royal Bank of Scotland Group PLC

3,000

$ 88,483

Scottish & Southern Energy PLC

7,100

108,880

Shell Transport & Trading Co. PLC (Reg.)

45,790

360,673

Standard Chartered PLC

4,600

82,292

United Business Media PLC

2,994

26,244

Vodafone Group PLC

223,964

577,603

Xstrata PLC

2,500

38,820

TOTAL UNITED KINGDOM

4,028,021

United States of America - 44.9%

Abbott Laboratories

2,690

114,675

AFLAC, Inc.

4,730

169,712

Agere Systems, Inc.:

Class A (a)

25,460

30,807

Class B (a)

33,597

38,637

Albany International Corp. Class A

3,480

104,470

Alcoa, Inc.

2,050

66,625

Allergan, Inc.

1,570

112,349

Allstate Corp.

1,590

76,463

Altera Corp. (a)

22,000

500,060

American International Group, Inc.

2,020

122,634

Amphenol Corp. Class A (a)

4,120

141,440

Analog Devices, Inc.

11,570

465,808

Apache Corp.

2,040

103,428

Apollo Investment Corp.

7,423

100,953

Aramark Corp. Class B

2,710

61,111

Avon Products, Inc.

2,380

94,129

Baker Hughes, Inc.

2,600

111,358

Bank of America Corp.

3,446

154,346

Barr Pharmaceuticals, Inc. (a)

2,250

84,713

BEA Systems, Inc. (a)

490

3,979

Becton, Dickinson & Co.

3,000

157,500

Biogen Idec, Inc. (a)

7,100

412,936

Biomet, Inc.

2,080

97,094

BJ Services Co.

1,400

71,400

Caterpillar, Inc.

960

77,318

Cendant Corp.

5,820

119,834

Centex Corp.

2,980

154,781

Charles Schwab Corp.

5,110

46,757

ChevronTexaco Corp.

4,420

234,525

Clear Channel Communications, Inc.

3,154

105,344

ConocoPhillips

1,190

100,329

Common Stocks - continued

Shares

Value (Note 1)

United States of America - continued

Danaher Corp.

6,280

$ 346,216

Dean Foods Co. (a)

1,700

50,745

Dell, Inc. (a)

18,250

639,845

Dow Chemical Co.

5,020

225,599

Eagle Materials, Inc.

54

3,732

Eagle Materials, Inc. Class B

184

12,295

EMC Corp. (a)

46,620

599,999

Emulex Corp. (a)

10,500

110,355

ENSCO International, Inc.

3,270

99,899

Fannie Mae

1,480

103,822

FedEx Corp.

2,050

186,796

FirstEnergy Corp.

1,190

49,183

Freeport-McMoRan Copper & Gold, Inc. Class B

6,630

240,139

Genentech, Inc. (a)

10,240

466,227

Gillette Co.

5,730

237,680

Golden West Financial Corp., Delaware

1,010

118,089

Hartford Financial Services Group, Inc.

4,200

245,616

HCA, Inc.

1,110

40,770

Herman Miller, Inc.

1,700

39,270

Home Depot, Inc.

1,190

48,885

Hudson Highland Group, Inc. (a)

207

5,913

Intel Corp.

2,640

58,766

Intersil Corp. Class A

640

10,445

J.P. Morgan Chase & Co.

2,580

99,588

Jabil Circuit, Inc. (a)

5,080

123,495

Johnson & Johnson

3,870

225,931

Juniper Networks, Inc. (a)

5,300

141,033

KB Home

420

34,545

KLA-Tencor Corp. (a)

8,640

393,379

Lattice Semiconductor Corp. (a)

960

4,771

Lennar Corp.:

Class A

1,920

86,362

Class B

2,096

86,523

Liberty Media Corp. Class A (a)

7,987

71,244

Liberty Media International, Inc. Class A (a)

1,884

67,918

LSI Logic Corp. (a)

2,750

12,513

Lyondell Chemical Co.

8,380

192,572

Manpower, Inc.

4,400

199,100

Masco Corp.

1,510

51,733

Maytag Corp.

1,360

23,664

McDonald's Corp.

5,100

148,665

Medtronic, Inc.

2,990

152,819

Common Stocks - continued

Shares

Value (Note 1)

United States of America - continued

Merrill Lynch & Co., Inc.

2,010

$ 108,419

MetLife, Inc.

6,860

263,081

Mettler-Toledo International, Inc. (a)

2,550

122,145

Micron Technology, Inc. (a)

3,670

44,701

Microsoft Corp.

18,520

518,375

Millennium Chemicals, Inc. (a)

500

10,740

Monster Worldwide, Inc. (a)

3,370

94,529

Morgan Stanley

3,010

153,781

Motorola, Inc.

2,920

50,399

National Semiconductor Corp. (a)

3,040

50,768

National-Oilwell, Inc. (a)

2,970

100,119

Nextel Communications, Inc. Class A (a)

4,400

116,556

NIKE, Inc. Class B

960

78,058

Northrop Grumman Corp.

760

39,330

Peabody Energy Corp.

4,200

267,876

PepsiCo, Inc.

2,890

143,286

Perrigo Co.

3,780

68,720

Pfizer, Inc.

16,732

484,391

Phelps Dodge Corp.

2,530

221,476

PolyOne Corp. (a)

4,210

31,870

Pride International, Inc. (a)

2,030

37,514

Pulte Homes, Inc.

1,920

105,370

RealNetworks, Inc. (a)

3,190

15,472

SafeNet, Inc. (a)

2,100

64,323

SBC Communications, Inc.

17,600

444,576

St. Jude Medical, Inc. (a)

8,740

669,221

Stryker Corp.

3,960

170,636

Synthes, Inc.

960

102,610

Tenet Healthcare Corp. (a)

3,495

37,466

Teradyne, Inc. (a)

10,720

177,523

Texas Instruments, Inc.

5,020

122,739

Time Warner, Inc. (a)

11,520

191,693

Transocean, Inc. (a)

2,000

70,500

Union Pacific Corp.

750

47,228

UnitedHealth Group, Inc.

1,960

141,904

Univision Communications, Inc. Class A (a)

20,570

636,847

VERITAS Software Corp. (a)

3,020

66,078

Viacom, Inc. Class B (non-vtg.)

4,701

171,539

Volterra Semiconductor Corp.

2,700

45,900

Wachovia Corp.

4,080

200,777

Wal-Mart Stores, Inc.

1,550

83,576

Waste Management, Inc.

4,510

128,445

Common Stocks - continued

Shares

Value (Note 1)

United States of America - continued

Weatherford International Ltd. (a)

5,750

$ 300,495

Wells Fargo & Co.

1,000

59,720

Whole Foods Market, Inc.

810

65,958

Wyeth

1,970

78,111

Xilinx, Inc.

1,010

30,906

Zimmer Holdings, Inc. (a)

6,580

510,542

TOTAL UNITED STATES OF AMERICA

18,037,945

TOTAL COMMON STOCKS

(Cost $33,772,470)

37,688,940

Nonconvertible Preferred Stocks - 0.8%

Australia - 0.1%

News Corp. Ltd. (ltd. vtg.)

3,649

28,688

Germany - 0.3%

Fresenius AG

1,100

93,329

Fresenius Medical Care AG

330

18,062

ProSiebenSat.1 Media AG

1,743

31,316

TOTAL GERMANY

142,707

Italy - 0.4%

Telecom Italia Spa (Risp)

66,970

167,375

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $273,874)

338,770

Government Obligations - 0.1%

Principal Amount

United States of America - 0.1%

U.S. Treasury Bills, yield at date of purchase 1.65% 12/9/04 (e)
(Cost $49,911)

$ 50,000

49,909

Money Market Funds - 5.4%

Shares

Value (Note 1)

Fidelity Cash Central Fund, 1.79% (b)
(Cost $2,148,942)

2,148,942

$ 2,148,942

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $36,245,197)

40,226,561

NET OTHER ASSETS - (0.2)%

(89,919)

NET ASSETS - 100%

$ 40,136,642

Futures Contracts

Expiration Date

Underlying Face Amount at Value

Unrealized Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

14 S&P 500 E-Mini Index Contracts

Dec. 2004

$ 791,210

$ 5,956

The face value of futures purchased as a percentage of net assets - 2%

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $1,474 or 0.0% of net assets.

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

(e) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $49,909.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $2,302,000, all of which will expire on October 31, 2010.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (cost $36,245,197) - See accompanying schedule

$ 40,226,561

Receivable for investments sold

295,275

Receivable for fund shares sold

25,476

Dividends receivable

43,873

Interest receivable

2,880

Receivable for daily variation on futures contracts

2,086

Receivable from investment adviser for expense reductions

10,270

Other affiliated receivables

16

Other receivables

4,531

Total assets

40,610,968

Liabilities

Payable for investments purchased

Regular delivery

$ 327,672

Delayed delivery

21,073

Payable for fund shares redeemed

8,787

Accrued management fee

23,855

Distribution fees payable

18,138

Other affiliated payables

17,770

Other payables and accrued expenses

57,031

Total liabilities

474,326

Net Assets

$ 40,136,642

Net Assets consist of:

Paid in capital

$ 38,587,688

Accumulated net investment loss

(40,373)

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

(2,399,835)

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

3,989,162

Net Assets

$ 40,136,642

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($8,449,731 ÷ 711,450 shares)

$ 11.88

Maximum offering price per share (100/94.25 of $11.88)

$ 12.60

Class T:
Net Asset Value
and redemption price per share ($20,965,689 ÷ 1,789,747 shares)

$ 11.71

Maximum offering price per share
(100/96.50 of $11.71)

$ 12.13

Class B:
Net Asset Value
and offering price per share ($5,574,978 ÷ 489,910 shares) A

$ 11.38

Class C:
Net Asset Value
and offering price per share ($3,959,211 ÷ 347,492 shares) A

$ 11.39

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,187,033 ÷ 98,407 shares)

$ 12.06

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 532,821

Interest

27,083

559,904

Less foreign taxes withheld

(38,359)

Total income

521,545

Expenses

Management fee

$ 270,966

Transfer agent fees

178,539

Distribution fees

209,062

Accounting fees and expenses

37,524

Non-interested trustees' compensation

189

Custodian fees and expenses

79,294

Registration fees

66,170

Audit

35,089

Legal

3,594

Miscellaneous

24,415

Total expenses before reductions

904,842

Expense reductions

(144,987)

759,855

Net investment income (loss)

(238,310)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

2,692,845

Foreign currency transactions

(4,338)

Futures contracts

78,212

Total net realized gain (loss)

2,766,719

Change in net unrealized appreciation (depreciation) on:

Investment securities

807,192

Assets and liabilities in foreign currencies

1,008

Futures contracts

(28,444)

Total change in net unrealized appreciation (depreciation)

779,756

Net gain (loss)

3,546,475

Net increase (decrease) in net assets resulting from operations

$ 3,308,165

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (238,310)

$ (154,031)

Net realized gain (loss)

2,766,719

133,708

Change in net unrealized appreciation (depreciation)

779,756

5,656,575

Net increase (decrease) in net assets resulting
from operations

3,308,165

5,636,252

Share transactions - net increase (decrease)

6,774,804

954,173

Redemption fees

1,085

-

Total increase (decrease) in net assets

10,084,054

6,590,425

Net Assets

Beginning of period

30,052,588

23,462,163

End of period (including accumulated net investment loss of $40,373 and accumulated net investment loss of $32,311, respectively)

$ 40,136,642

$ 30,052,588

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.73

$ 8.62

$ 9.76

$ 12.62

$ 11.79

Income from Investment Operations

Net investment income (loss) C

(.04)

(.02)

(.05)

(.02) E

(.04) D

Net realized and unrealized gain (loss)

1.19

2.13

(1.09)

(2.84)

1.13

Total from investment operations

1.15

2.11

(1.14)

(2.86)

1.09

Distributions from net realized gain

-

-

-

-

(.20)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.26)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.88

$ 10.73

$ 8.62

$ 9.76

$ 12.62

Total Return A, B

10.72%

24.48%

(11.68)%

(22.66)%

9.28%

Ratios to Average Net Assets F

Expenses before expense reductions

1.97%

2.25%

2.38%

2.40%

2.32%

Expenses net of voluntary waivers, if any

1.75%

1.76%

1.94%

2.00%

2.00%

Expenses net of all reductions

1.72%

1.73%

1.92%

1.96%

1.99%

Net investment income (loss)

(.33)%

(.27)%

(.57)%

(.17)%

(.33)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,450

$ 4,436

$ 3,343

$ 3,516

$ 2,868

Portfolio turnover rate

59%

53%

76%

141%

106%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.61

$ 8.54

$ 9.70

$ 12.60

$ 11.77

Income from Investment Operations

Net investment income (loss) C

(.07)

(.05)

(.08)

(.05) E

(.08) D

Net realized and unrealized gain (loss)

1.17

2.12

(1.08)

(2.85)

1.15

Total from investment operations

1.10

2.07

(1.16)

(2.90)

1.07

Distributions from net realized gain

-

-

-

-

(.18)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.24)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.71

$ 10.61

$ 8.54

$ 9.70

$ 12.60

Total Return A, B

10.37%

24.24%

(11.96)%

(23.02)%

9.12%

Ratios to Average Net Assets F

Expenses before expense reductions

2.39%

2.65%

2.85%

2.88%

2.70%

Expenses net of voluntary waivers, if any

2.00%

2.01%

2.19%

2.25%

2.25%

Expenses net of all reductions

1.97%

1.98%

2.16%

2.21%

2.24%

Net investment income (loss)

(.58)%

(.52)%

(.81)%

(.42)%

(.58)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 20,966

$ 17,334

$ 12,496

$ 7,642

$ 8,019

Portfolio turnover rate

59%

53%

76%

141%

106%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.36

$ 8.38

$ 9.56

$ 12.48

$ 11.71

Income from Investment Operations

Net investment income (loss) C

(.12)

(.09)

(.12)

(.10) E

(.14) D

Net realized and unrealized gain (loss)

1.14

2.07

(1.06)

(2.82)

1.14

Total from investment operations

1.02

1.98

(1.18)

(2.92)

1.00

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.23)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.38

$ 10.36

$ 8.38

$ 9.56

$ 12.48

Total Return A, B

9.85%

23.63%

(12.34)%

(23.40)%

8.56%

Ratios to Average Net Assets F

Expenses before expense reductions

3.00%

3.25%

3.36%

3.30%

3.24%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.69%

2.75%

2.75%

Expenses net of all reductions

2.47%

2.47%

2.66%

2.71%

2.74%

Net investment income (loss)

(1.08)%

(1.01)%

(1.31)%

(.92)%

(1.08)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 5,575

$ 4,918

$ 3,848

$ 4,865

$ 5,187

Portfolio turnover rate

59%

53%

76%

141%

106%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.38

$ 8.39

$ 9.58

$ 12.49

$ 11.71

Income from Investment Operations

Net investment income (loss) C

(.12)

(.09)

(.12)

(.10) E

(.14) D

Net realized and unrealized gain (loss)

1.13

2.08

(1.07)

(2.81)

1.15

Total from investment operations

1.01

1.99

(1.19)

(2.91)

1.01

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.06)

Total distributions

-

-

-

-

(.23)

Redemption fees added to paid in capital C

- G

-

-

-

-

Net asset value, end of period

$ 11.39

$ 10.38

$ 8.39

$ 9.58

$ 12.49

Total Return A, B

9.73%

23.72%

(12.42)%

(23.30)%

8.65%

Ratios to Average Net Assets F

Expenses before expense reductions

2.87%

3.10%

3.18%

3.16%

3.13%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.69%

2.75%

2.75%

Expenses net of all reductions

2.47%

2.47%

2.66%

2.71%

2.74%

Net investment income (loss)

(1.08)%

(1.01)%

(1.31)%

(.92)%

(1.08)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,959

$ 3,190

$ 2,967

$ 3,750

$ 5,146

Portfolio turnover rate

59%

53%

76%

141%

106%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.03 per share.

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

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 other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.88

$ 8.68

$ 9.81

$ 12.68

$ 11.81

Income from Investment Operations

Net investment income (loss) B

(.01)

- F

(.03)

.01 D

(.01) C

Net realized and unrealized gain (loss)

1.19

2.20

(1.10)

(2.88)

1.16

Total from investment operations

1.18

2.20

(1.13)

(2.87)

1.15

Distributions from net realized gain

-

-

-

-

(.21)

Distributions in excess of net realized gain

-

-

-

-

(.07)

Total distributions

-

-

-

-

(.28)

Redemption fees added to paid in capital B

- F

-

-

-

-

Net asset value, end of period

$ 12.06

$ 10.88

$ 8.68

$ 9.81

$ 12.68

Total Return A

10.85%

25.35%

(11.52)%

(22.63)%

9.79%

Ratios to Average Net Assets E

Expenses before expense reductions

1.55%

1.87%

1.95%

2.02%

2.06%

Expenses net of voluntary waivers, if any

1.50%

1.50%

1.70%

1.75%

1.75%

Expenses net of all reductions

1.47%

1.48%

1.67%

1.71%

1.74%

Net investment income (loss)

(.08)%

(.01)%

(.32)%

.08%

(.08)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 1,187

$ 175

$ 808

$ 909

$ 1,256

Portfolio turnover rate

59%

53%

76%

141%

106%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.03 per share.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Global Equity Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to futures transactions, foreign currency transactions, passive foreign investment companies (PFIC), net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 5,749,358

Unrealized depreciation

(1,898,026)

Net unrealized appreciation (depreciation)

3,851,332

Capital loss carryforward

(2,302,388)

Cost for federal income tax purposes

$ 36,375,229

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

2. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors

Futures Contracts. The fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase the fund's exposure to the underlying instrument, while selling futures tends to decrease the fund's exposure to the underlying instrument or hedge other fund investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counter-parties do not perform under the contracts' terms. Gains (losses) are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $27,334,237 and $20,514,668, respectively.

Annual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 18,004

$ 1,049

Class T

.25%

.25%

100,260

-

Class B

.75%

.25%

54,004

40,502

Class C

.75%

.25%

36,794

7,457

$ 209,062

$ 49,008

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

Retained
by FDC

Class A

$ 7,416

Class T

6,434

Class B*

15,613

Class C*

187

$ 29,650

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

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

Amount

% of
Average
Net Assets

Class A

$ 26,405

.37

Class T

99,057

.49

Class B

32,897

.61

Class C

17,678

.48

Institutional Class

2,502

.25

$ 178,539

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $25,898 for the period.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,534 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

1.75%

$ 16,007

Class T

2.00%

77,760

Class B

2.50%

27,180

Class C

2.50%

13,535

Institutional Class

1.50%

479

$ 134,961

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 $10,026 for the period.

Annual Report

Notes to Financial Statements - continued

7. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

384,850

136,246

$ 4,439,108

$ 1,270,282

Shares redeemed

(86,624)

(110,997)

(1,001,333)

(1,047,311)

Net increase (decrease)

298,226

25,249

$ 3,437,775

$ 222,971

Class T

Shares sold

937,092

589,459

$ 10,650,883

$ 5,360,716

Shares redeemed

(780,388)

(419,255)

(8,915,832)

(3,739,570)

Net increase (decrease)

156,704

170,204

$ 1,735,051

$ 1,621,146

Class B

Shares sold

138,798

101,806

$ 1,541,743

$ 919,391

Shares redeemed

(123,447)

(86,440)

(1,364,796)

(766,624)

Net increase (decrease)

15,351

15,366

$ 176,947

$ 152,767

Class C

Shares sold

106,121

46,725

$ 1,182,163

$ 426,595

Shares redeemed

(66,101)

(92,865)

(732,887)

(817,236)

Net increase (decrease)

40,020

(46,140)

$ 449,276

$ (390,641)

Institutional Class

Shares sold

122,911

28,067

$ 1,457,480

$ 247,062

Shares redeemed

(40,611)

(105,018)

(481,725)

(899,132)

Net increase (decrease)

82,300

(76,951)

$ 975,755

$ (652,070)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Global Equity Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Global Equity Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Global Equity Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Global Equity (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Global Equity. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Richard C Habermann (64)

Year of Election or Appointment: 1998
Vice President of Advisor Global Equity. Mr. Habermann serves as Vice President of other funds advised by FMR. Mr. Habermann also serves as Senior Vice President of FMR and FMR Co., Inc. (2001).

Harry W. Lange (52)

Year of Election or Appointment: 2002
Vice President of Advisor Global Equity. Mr. Lange also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Lange managed a variety of Fidelity funds. Mr. Lange also serves as Vice President of FMR (2000) and FMR Co., Inc. (2001).

Peter J. Millington (39)

Year of Election or Appointment: 2004

Vice President of Advisor Global Equity. Mr. Millington also serves as Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Millington worked as a quantitative analyst and portfolio manager. Mr. Millington also serves as Vice President of FMR (2004) and FMR Co., Inc. (2004).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Global Equity. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Global Equity. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Global Equity. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Global Equity. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Global Equity. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Global Equity. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Global Equity. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Global Equity. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Global Equity. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Global Equity. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Global Equity. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

14,123,933.70

70.381

Against

2,055,191.21

10.241

Abstain

1,512,009.30

7.535

Broker
Non-Votes

2,376,651.52

11.843

TOTAL

20,067,785.73

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

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Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AGLOI-UANN-1204
1.784745.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Latin America

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

15

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

Notes

24

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

32

Trustees and Officers

33

Distributions

45

Proxy Voting Results

46

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

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

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

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

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Annual Report

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 quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) 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. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fundA

Class A (incl. 5.75% sales charge)

27.22%

7.03%

8.74%

Class T (incl. 3.50% sales charge)

29.88%

7.29%

8.93%

Class B (incl. contingent deferred sales charge) B

28.95%

7.24%

8.97%

Class C (incl. contingent deferred sales charge) C

32.98%

7.51%

9.05%

A From December 21, 1998.

B Class B shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 5%, 2%, and 1%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year, past five year,
and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Latin America Fund - Class T on December 21, 1998, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM - Latin America Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Claudio Brocado, Portfolio Manager of Fidelity® Advisor Latin America Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12-month period that ended October 31, 2004, the fund's Class A, Class T, Class B and Class C shares returned 34.98%, 34.59%, 33.95% and 33.98%, respectively. In comparison, the Morgan Stanley Capital International Emerging Markets-Latin America Index gained 36.86% and the LipperSM Latin American Funds Average gained 34.21% during the same period. It was a generally favorable environment for investing in Latin American stocks. Valuations continued to be extremely attractive, and earnings growth was robust. Favorable stock selection - especially in materials, a very important sector in the region's economy - was the biggest factor in the fund's strong absolute performance. The two biggest contributors to performance relative to the index were Usiminas and Caemi Mineracao, both Brazilian materials companies. Hylsamex, Mexico's leading steel company, also contributed nicely to performance. Valuations for telecommunication services companies were under pressure during the period, hurting such stocks as Brazil's Telebras and Telefonos de Mexico.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,226.70

$ 11.19

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class T

Actual

$ 1,000.00

$ 1,224.60

$ 12.58

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Class B

Actual

$ 1,000.00

$ 1,222.10

$ 15.36

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Class C

Actual

$ 1,000.00

$ 1,222.00

$ 15.36

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Institutional Class

Actual

$ 1,000.00

$ 1,227.90

$ 9.80

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

2.00%

Class T

2.25%

Class B

2.75%

Class C

2.75%

Institutional Class

1.75%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

America Movil SA de CV sponsored ADR (Mexico, Wireless Telecommunication Services)

10.5

10.3

Petroleo Brasileiro SA Petrobras
(Brazil, Oil & Gas)

8.6

9.1

Telefonos de Mexico SA de CV sponsored ADR (Mexico, Diversified Telecommunication Services)

7.7

10.1

Grupo Televisa SA de CV sponsored ADR (Mexico, Media)

4.4

4.2

Cemex SA de CV sponsored ADR (Mexico, Construction Materials)

3.7

5.3

34.9

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

24.2

22.2

Telecommunication Services

22.7

29.3

Energy

12.6

13.8

Consumer Staples

12.2

12.3

Financials

10.6

8.5

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Brazil

50.0

45.8

Mexico

37.8

43.1

Chile

3.0

2.7

Peru

1.9

1.6

Luxembourg

1.8

1.0

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 96.0%

Stocks 98.7%

Short-Term
Investments and
Net Other Assets 4.0%

Short-Term
Investments and
Net Other Assets 1.3%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 95.6%

Shares

Value (Note 1)

Argentina - 1.1%

Inversiones y Representaciones SA sponsored GDR (a)

1,018

$ 9,681

Petrobras Energia Participaciones SA sponsored ADR (a)

6,677

75,784

Telecom Argentina SA sponsored ADR (a)

6,200

65,968

TOTAL ARGENTINA

151,433

Brazil - 49.6%

Aracruz Celulose SA sponsored ADR

3,704

124,751

Banco Bradesco SA:

(PN)

2,480

149,793

sponsored ADR

3,500

213,045

Banco do Brasil SA

6,600

66,017

Banco Itau Holding Financeira SA:

(PN)

3,779

456,639

sponsored ADR

600

36,300

Braskem SA Series A (a)

3,800,000

139,547

Caemi Mineracao E Metalurgia SA (PN) (a)

478,800

286,351

Centrais Electricas Brasileiras (Electrobras) SA:

(ON)

5,083,000

78,932

(PN-B)

7,643,800

113,324

Companhia Brasileira de Distribuicao Grupo Pao de Acucar sponsored ADR

2,600

61,880

Companhia de Bebidas das Americas (AmBev) sponsored ADR

15,800

391,840

Companhia Energetica Minas Gerais (CEMIG) (PN)

8,789,179

202,880

Companhia Paranaense de Energia-Copel sponsored ADR

8,500

30,430

Companhia Vale do Rio Doce:

(PN-A)

8,400

152,180

sponsored:

ADR

17,500

370,300

ADR (non-vtg.)

10,200

185,640

Compania de Saneamento Basico do Estado de Sao Paulo (SABESP) ADR

6,600

66,330

Embraer - Empresa Brasileira de Aeronautica SA

12,400

60,238

Embraer - Empresa Brasileira de Aeronautica SA
sponsored ADR

8,840

234,614

Gerdau SA sponsored ADR

12,490

184,352

Grendene SA

5,000

60,593

Natura Cosmeticos SA

4,500

91,283

Petroleo Brasileiro SA Petrobras:

(PN)

12,500

408,324

sponsored:

ADR

6,900

245,019

ADR (non-vtg.)

22,700

740,020

Sadia SA

34,900

63,105

Common Stocks - continued

Shares

Value (Note 1)

Brazil - continued

Siderurgica Nacional Compania ADR

14,700

$ 216,825

Suzano Bahia Sul Papel e Celulose SA

10,601

44,973

Tele Centro Oeste Celular Participacoes SA ADR (a)

2,416

22,276

Tele Leste Celular Participacoes SA sponsored ADR (a)

72

824

Tele Norte Leste Participacoes SA ADR

19,068

249,409

Telebras sponsored ADR

6,600

173,976

TIM Participacoes SA sponsored ADR

583

8,273

Uniao de Bancos Brasileiros SA (Unibanco) GDR

8,600

227,470

Usinas Siderurgicas de Minas Gerais SA (Usiminas) (PN-A)

24,200

366,058

Votorantim Celulose e Papel SA:

(PN)

656,100

45,411

sponsored ADR

1,900

65,645

TOTAL BRAZIL

6,634,867

Chile - 3.0%

Banco Santander Chile sponsored ADR

3,356

93,834

CorpBanca SA sponsored ADR (c)

2,400

63,609

Empresa Nacional de Electricidad SA sponsored ADR

3,900

65,130

Enersis SA sponsored ADR

18,725

141,561

Vina Concha y Toro SA sponsored ADR

594

38,046

TOTAL CHILE

402,180

Luxembourg - 1.8%

Millicom International Cellular SA (a)

900

17,883

Tenaris SA sponsored ADR

4,884

218,657

TOTAL LUXEMBOURG

236,540

Mexico - 37.8%

America Movil SA de CV sponsored ADR

32,000

1,407,996

Cemex SA de CV sponsored ADR

17,263

500,282

Consorcio ARA SA de CV (a)

23,900

63,898

Fomento Economico Mexicano SA de CV sponsored ADR

8,021

353,726

Grupo Bimbo SA de CV Series A

18,900

42,570

Grupo Financiero Inbursa SA de CV Series O

52,575

87,891

Grupo Mexico SA de CV Series B (a)

29,751

122,882

Grupo Modelo SA de CV Series C

62,200

159,395

Grupo Televisa SA de CV sponsored ADR

10,639

585,145

Hylsamex SA de CV Series B (a)

57,800

126,430

Industrias Penoles SA de CV

8,000

36,544

Telefonos de Mexico SA de CV sponsored ADR

30,101

1,030,658

TV Azteca SA de CV sponsored ADR

5,600

56,112

Common Stocks - continued

Shares

Value (Note 1)

Mexico - continued

Urbi, Desarrollos Urbanos, SA de CV

17,100

$ 63,708

Wal-Mart de Mexico SA de CV Series V

127,739

417,900

TOTAL MEXICO

5,055,137

Peru - 1.9%

Compania de Minas Buenaventura SA sponsored ADR

9,945

247,034

United Kingdom - 0.4%

Antofagasta PLC

3,000

55,019

TOTAL COMMON STOCKS

(Cost $10,115,418)

12,782,210

Nonconvertible Preferred Stocks - 0.4%

Brazil - 0.4%

Telemar Norte Leste SA (PN-A)
(Cost $52,401)

2,652

48,964

Money Market Funds - 4.4%

Fidelity Cash Central Fund, 1.79% (b)
(Cost $586,568)

586,568

586,568

Cash Equivalents - 0.2%

Maturity Amount

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.8%, dated 10/29/04 due 11/1/04)
(Cost $27,000)

$ 27,004

27,000

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $10,781,387)

13,444,742

NET OTHER ASSETS - (0.6)%

(76,810)

NET ASSETS - 100%

$ 13,367,932

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $63,609 or 0.5% of net assets.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $312,000, all of which will expire on October 31, 2010.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including repurchase agreements of $27,000) (cost $10,781,387) - See accompanying schedule

$ 13,444,742

Cash

458

Receivable for fund shares sold

185,681

Dividends receivable

80,782

Interest receivable

843

Receivable from investment adviser for expense reductions

3,677

Other affiliated receivables

75

Other receivables

572

Total assets

13,716,830

Liabilities

Payable for investments purchased

$ 272,518

Payable for fund shares redeemed

22,706

Accrued management fee

7,580

Distribution fees payable

5,594

Other affiliated payables

6,471

Other payables and accrued expenses

34,029

Total liabilities

348,898

Net Assets

$ 13,367,932

Net Assets consist of:

Paid in capital

$ 10,936,009

Undistributed net investment income

117,443

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

(349,429)

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

2,663,909

Net Assets

$ 13,367,932

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($1,954,358 ÷ 116,879 shares)

$ 16.72

Maximum offering price per share (100/94.25 of $16.72)

$ 17.74

Class T:
Net Asset Value
and redemption price per share ($2,584,940 ÷ 155,396 shares)

$ 16.63

Maximum offering price per share (100/96.50 of $16.63)

$ 17.23

Class B:
Net Asset Value
and offering price per share ($3,221,937 ÷ 196,484 shares) A

$ 16.40

Class C:
Net Asset Value
and offering price per share ($2,166,960 ÷ 132,521 shares) A

$ 16.35

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($3,439,737 ÷ 202,693 shares)

$ 16.97

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 440,873

Interest

3,360

444,233

Less foreign taxes withheld

(39,724)

Total income

404,509

Expenses

Management fee

$ 81,225

Transfer agent fees

45,566

Distribution fees

55,030

Accounting fees and expenses

37,502

Non-interested trustees' compensation

54

Custodian fees and expenses

22,983

Registration fees

63,530

Audit

34,388

Legal

1,159

Miscellaneous

5,855

Total expenses before reductions

347,292

Expense reductions

(98,527)

248,765

Net investment income (loss)

155,744

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

607,172

Foreign currency transactions

(14,731)

Total net realized gain (loss)

592,441

Change in net unrealized appreciation (depreciation) on:

Investment securities

1,802,268

Assets and liabilities in foreign currencies

573

Total change in net unrealized appreciation (depreciation)

1,802,841

Net gain (loss)

2,395,282

Net increase (decrease) in net assets resulting from operations

$ 2,551,026

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 155,744

$ 31,490

Net realized gain (loss)

592,441

255,710

Change in net unrealized appreciation (depreciation)

1,802,841

1,354,922

Net increase (decrease) in net assets resulting
from operations

2,551,026

1,642,122

Distributions to shareholders from net investment income

(34,709)

(15,776)

Share transactions - net increase (decrease)

5,776,559

396,070

Redemption fees

4,047

-

Total increase (decrease) in net assets

8,296,923

2,022,416

Net Assets

Beginning of period

5,071,009

3,048,593

End of period (including undistributed net investment income of $117,443 and undistributed net investment income of $10,342, respectively)

$ 13,367,932

$ 5,071,009

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.49

$ 8.29

$ 9.62

$ 13.26

$ 11.64

Income from Investment Operations

Net investment income (loss) C

.24

.12

.09

.14 D

(.07)

Net realized and unrealized gain (loss)

4.09

4.17

(1.30)

(3.70)

1.69

Total from investment operations

4.33

4.29

(1.21)

(3.56)

1.62

Distributions from net investment income

(.11)

(.09)

(.12)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.11)

(.09)

(.12)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.72

$ 12.49

$ 8.29

$ 9.62

$ 13.26

Total Return A, B

34.98%

52.29%

(12.87)%

(26.97)%

13.92%

Ratios to Average Net Assets E

Expenses before expense reductions

3.07%

5.92%

5.99%

4.96%

3.95%

Expenses net of voluntary waivers, if any

2.02%

2.02%

2.15%

2.11%

2.06%

Expenses net of all reductions

1.98%

2.02%

2.12%

2.05%

2.04%

Net investment income (loss)

1.63%

1.22%

.86%

1.22%

(.50)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 1,954

$ 918

$ 428

$ 546

$ 921

Portfolio turnover rate

71%

67%

132%

111%

52%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.44

$ 8.24

$ 9.57

$ 13.21

$ 11.62

Income from Investment Operations

Net investment income (loss) C

.20

.10

.06

.11 D

(.11)

Net realized and unrealized gain (loss)

4.07

4.16

(1.30)

(3.67)

1.70

Total from investment operations

4.27

4.26

(1.24)

(3.56)

1.59

Distributions from net investment income

(.09)

(.06)

(.09)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.09)

(.06)

(.09)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.63

$ 12.44

$ 8.24

$ 9.57

$ 13.21

Total Return A, B

34.59%

52.06%

(13.18)%

(27.07)%

13.68%

Ratios to Average Net Assets E

Expenses before expense reductions

3.47%

6.58%

6.65%

5.48%

4.26%

Expenses net of voluntary waivers, if any

2.27%

2.27%

2.40%

2.36%

2.32%

Expenses net of all reductions

2.23%

2.27%

2.37%

2.30%

2.30%

Net investment income (loss)

1.38%

.97%

.61%

.97%

(.75)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 2,585

$ 1,315

$ 836

$ 1,124

$ 2,041

Portfolio turnover rate

71%

67%

132%

111%

52%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.29

$ 8.13

$ 9.44

$ 13.08

$ 11.58

Income from Investment Operations

Net investment income (loss) C

.13

.05

.01

.05 D

(.18)

Net realized and unrealized gain (loss)

4.02

4.12

(1.28)

(3.61)

1.68

Total from investment operations

4.15

4.17

(1.27)

(3.56)

1.50

Distributions from net investment income

(.05)

(.01)

(.04)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.05)

(.01)

(.04)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.40

$ 12.29

$ 8.13

$ 9.44

$ 13.08

Total Return A, B

33.95%

51.35%

(13.56)%

(27.34)%

12.95%

Ratios to Average Net Assets E

Expenses before expense reductions

3.67%

6.80%

6.90%

5.81%

4.78%

Expenses net of voluntary waivers, if any

2.77%

2.77%

2.90%

2.86%

2.82%

Expenses net of all reductions

2.73%

2.77%

2.87%

2.80%

2.80%

Net investment income (loss)

.88%

.47%

.11%

.46%

(1.25)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 3,222

$ 1,513

$ 814

$ 1,003

$ 1,659

Portfolio turnover rate

71%

67%

132%

111%

52%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.25

$ 8.11

$ 9.43

$ 13.07

$ 11.57

Income from Investment Operations

Net investment income (loss) C

.13

.05

.01

.06 D

(.18)

Net realized and unrealized gain (loss)

4.01

4.10

(1.28)

(3.62)

1.68

Total from investment operations

4.14

4.15

(1.27)

(3.56)

1.50

Distributions from net investment income

(.05)

(.01)

(.05)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.05)

(.01)

(.05)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.35

$ 12.25

$ 8.11

$ 9.43

$ 13.07

Total Return A, B

33.98%

51.23%

(13.60)%

(27.36)%

12.96%

Ratios to Average Net Assets E

Expenses before expense reductions

3.83%

6.85%

6.88%

5.82%

4.76%

Expenses net of voluntary waivers, if any

2.77%

2.77%

2.90%

2.86%

2.82%

Expenses net of all reductions

2.73%

2.77%

2.87%

2.79%

2.80%

Net investment income (loss)

.88%

.47%

.11%

.47%

(1.25)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 2,167

$ 1,114

$ 686

$ 759

$ 1,165

Portfolio turnover rate

71%

67%

132%

111%

52%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.64

$ 8.35

$ 9.69

$ 13.32

$ 11.67

Income from Investment Operations

Net investment income (loss) B

.28

.14

.11

.17 C

(.04)

Net realized and unrealized gain (loss)

4.15

4.24

(1.30)

(3.72)

1.69

Total from investment operations

4.43

4.38

(1.19)

(3.55)

1.65

Distributions from net investment income

(.11)

(.09)

(.15)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.11)

(.09)

(.15)

(.08)

-

Redemption fees added to paid in capital B

.01

-

-

-

-

Net asset value, end of period

$ 16.97

$ 12.64

$ 8.35

$ 9.69

$ 13.32

Total Return A

35.36%

52.99%

(12.65)%

(26.77)%

14.14%

Ratios to Average Net Assets D

Expenses before expense reductions

2.14%

5.40%

5.49%

4.54%

3.56%

Expenses net of voluntary waivers, if any

1.77%

1.77%

1.90%

1.86%

1.81%

Expenses net of all reductions

1.73%

1.77%

1.87%

1.80%

1.79%

Net investment income (loss)

1.88%

1.47%

1.11%

1.46%

(.25)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 3,440

$ 210

$ 285

$ 344

$ 524

Portfolio turnover rate

71%

67%

132%

111%

52%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Latin America Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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. Income dividends and capital gain distributions are declared separately for each class. Distributions are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to foreign currency transactions, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 2,775,147

Unrealized depreciation

(148,262)

Net unrealized appreciation (depreciation)

2,626,885

Undistributed ordinary income

117,443

Capital loss carryforward

(312,404)

Cost for federal income tax purposes

$ 10,817,857

The tax character of distributions paid was as follows:

October 31, 2004

October 31, 2003

Ordinary Income

$ 34,709

$ 15,776

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

2. Operating Policies - continued

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $13,053,340 and $7,617,412, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 4,285

$ 528

Class T

.25%

.25%

9,462

964

Class B

.75%

.25%

25,310

19,587

Class C

.75%

.25%

15,973

8,657

$ 55,030

$ 29,736

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for
Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained
by FDC

Class A

$ 7,514

Class T

1,716

Class B*

5,671

Class C*

1,758

$ 16,659

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

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

Amount

% of
Average
Net Assets

Class A

$ 7,266

.43

Class T

13,160

.69

Class B

11,291

.44

Class C

8,445

.53

Institutional Class

5,404

.16

$ 45,566

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $3,295 for the period.

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 $2,623 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

2.00%

$ 17,960

Class T

2.25%

22,888

Class B

2.75%

23,002

Class C

2.75%

17,014

Institutional Class

1.75%

13,160

$ 94,024

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 $4,503 for the period.

Annual Report

7. Other Information.

At the end of the period, FMR or its affiliates were the owners of record of 10% of the total outstanding shares of the fund and one otherwise unaffiliated shareholder was the owner of record 22% of the total outstanding shares of the fund.

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Class A

$ 10,215

$ 4,772

Class T

10,212

6,047

Class B

7,001

1,047

Class C

5,151

844

Institutional Class

2,130

3,066

Total

$ 34,709

$ 15,776

Annual Report

Notes to Financial Statements - continued

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

276,925

109,782

$ 4,006,837

$ 1,122,639

Reinvestment of distributions

755

545

10,009

4,552

Shares redeemed

(234,253)

(88,522)

(3,410,954)

(924,690)

Net increase (decrease)

43,427

21,805

$ 605,892

$ 202,501

Class T

Shares sold

108,101

24,645

$ 1,626,926

$ 244,830

Reinvestment of distributions

741

697

9,793

5,809

Shares redeemed

(59,194)

(20,992)

(847,801)

(197,995)

Net increase (decrease)

49,648

4,350

$ 788,918

$ 52,644

Class B

Shares sold

125,045

43,421

$ 1,827,579

$ 457,257

Reinvestment of distributions

510

123

6,666

1,015

Shares redeemed

(52,239)

(20,525)

(743,755)

(220,237)

Net increase (decrease)

73,316

23,019

$ 1,090,490

$ 238,035

Class C

Shares sold

85,290

28,484

$ 1,256,003

$ 299,810

Reinvestment of distributions

363

101

4,728

836

Shares redeemed

(44,079)

(22,180)

(631,163)

(218,153)

Net increase (decrease)

41,574

6,405

$ 629,568

$ 82,493

Institutional Class

Shares sold

454,651

109,911

$ 6,720,457

$ 1,110,748

Reinvestment of distributions

131

356

1,760

3,005

Shares redeemed

(268,729)

(127,691)

(4,060,526)

(1,293,356)

Net increase (decrease)

186,053

(17,424)

$ 2,661,691

$ (179,603)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Latin America Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Latin America Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Latin America Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Latin America (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of
the General Motors Technology Advisory Committee and a Life Fellow
of the Institute of Electrical and Electronics Engineers (IEEE) (2000).
Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of
the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously,
Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He
is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Latin America. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Latin America. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Latin America. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Latin America. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Latin America. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Latin America. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Latin America. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Latin America. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Latin America. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Latin America. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Latin America. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Latin America. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Class A

12/08/03

$.078

$.023

Class T

12/08/03

$.066

$.023

Class B

12/08/03

$.043

$.023

Class C

12/08/03

$.043

$.023

Class A designates 68%; Class T designates 83%; Class B designates 100%; and Class C designates 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

3,532,167.52

68.590

Against

791,828.57

15.376

Abstain

249,898.86

4.853

Broker
Non-Votes

575,810.56

11.181

TOTAL

5,149,705.51

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

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Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

ALAF-UANN-1204
1.784760.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Latin America

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

14

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

Notes

23

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

31

Trustees and Officers

32

Distributions

44

Proxy Voting Results

45

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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 quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) 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. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fundA

Institutional Class

35.36%

8.62%

10.16%

A From December 21, 1998.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Latin America Fund - Institutional Class on December 21, 1998, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM - Latin America Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Claudio Brocado, Portfolio Manager of Fidelity® Advisor Latin America Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12-month period that ended October 31, 2004, the fund's Institutional Class shares returned 35.36%, compared with returns of 36.86% for the Morgan Stanley Capital International Emerging Markets-Latin America Index and 34.21% for the LipperSM Latin American Funds Average. It was a generally favorable environment for investing in Latin American stocks. Valuations continued to be extremely attractive, and earnings growth was robust. Favorable stock selection - especially in materials, a very important sector in the region's economy - was the biggest factor in the fund's strong absolute performance. The two biggest contributors to performance relative to the index were Usiminas and Caemi Mineracao, both Brazilian materials companies. Hylsamex, Mexico's leading steel company, also contributed nicely to performance. Valuations for telecommunication services companies were under pressure during the period, hurting such stocks as Brazil's Telebras and Telefonos de Mexico.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,226.70

$ 11.19

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class T

Actual

$ 1,000.00

$ 1,224.60

$ 12.58

HypotheticalA

$ 1,000.00

$ 1,013.55

$ 11.45

Class B

Actual

$ 1,000.00

$ 1,222.10

$ 15.36

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Class C

Actual

$ 1,000.00

$ 1,222.00

$ 15.36

HypotheticalA

$ 1,000.00

$ 1,011.00

$ 14.00

Institutional Class

Actual

$ 1,000.00

$ 1,227.90

$ 9.80

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

2.00%

Class T

2.25%

Class B

2.75%

Class C

2.75%

Institutional Class

1.75%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

America Movil SA de CV sponsored ADR (Mexico, Wireless Telecommunication Services)

10.5

10.3

Petroleo Brasileiro SA Petrobras
(Brazil, Oil & Gas)

8.6

9.1

Telefonos de Mexico SA de CV sponsored ADR (Mexico, Diversified Telecommunication Services)

7.7

10.1

Grupo Televisa SA de CV sponsored ADR (Mexico, Media)

4.4

4.2

Cemex SA de CV sponsored ADR (Mexico, Construction Materials)

3.7

5.3

34.9

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

24.2

22.2

Telecommunication Services

22.7

29.3

Energy

12.6

13.8

Consumer Staples

12.2

12.3

Financials

10.6

8.5

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Brazil

50.0

45.8

Mexico

37.8

43.1

Chile

3.0

2.7

Peru

1.9

1.6

Luxembourg

1.8

1.0

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 96.0%

Stocks 98.7%

Short-Term
Investments and
Net Other Assets 4.0%

Short-Term
Investments and
Net Other Assets 1.3%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 95.6%

Shares

Value (Note 1)

Argentina - 1.1%

Inversiones y Representaciones SA sponsored GDR (a)

1,018

$ 9,681

Petrobras Energia Participaciones SA sponsored ADR (a)

6,677

75,784

Telecom Argentina SA sponsored ADR (a)

6,200

65,968

TOTAL ARGENTINA

151,433

Brazil - 49.6%

Aracruz Celulose SA sponsored ADR

3,704

124,751

Banco Bradesco SA:

(PN)

2,480

149,793

sponsored ADR

3,500

213,045

Banco do Brasil SA

6,600

66,017

Banco Itau Holding Financeira SA:

(PN)

3,779

456,639

sponsored ADR

600

36,300

Braskem SA Series A (a)

3,800,000

139,547

Caemi Mineracao E Metalurgia SA (PN) (a)

478,800

286,351

Centrais Electricas Brasileiras (Electrobras) SA:

(ON)

5,083,000

78,932

(PN-B)

7,643,800

113,324

Companhia Brasileira de Distribuicao Grupo Pao de Acucar sponsored ADR

2,600

61,880

Companhia de Bebidas das Americas (AmBev) sponsored ADR

15,800

391,840

Companhia Energetica Minas Gerais (CEMIG) (PN)

8,789,179

202,880

Companhia Paranaense de Energia-Copel sponsored ADR

8,500

30,430

Companhia Vale do Rio Doce:

(PN-A)

8,400

152,180

sponsored:

ADR

17,500

370,300

ADR (non-vtg.)

10,200

185,640

Compania de Saneamento Basico do Estado de Sao Paulo (SABESP) ADR

6,600

66,330

Embraer - Empresa Brasileira de Aeronautica SA

12,400

60,238

Embraer - Empresa Brasileira de Aeronautica SA
sponsored ADR

8,840

234,614

Gerdau SA sponsored ADR

12,490

184,352

Grendene SA

5,000

60,593

Natura Cosmeticos SA

4,500

91,283

Petroleo Brasileiro SA Petrobras:

(PN)

12,500

408,324

sponsored:

ADR

6,900

245,019

ADR (non-vtg.)

22,700

740,020

Sadia SA

34,900

63,105

Common Stocks - continued

Shares

Value (Note 1)

Brazil - continued

Siderurgica Nacional Compania ADR

14,700

$ 216,825

Suzano Bahia Sul Papel e Celulose SA

10,601

44,973

Tele Centro Oeste Celular Participacoes SA ADR (a)

2,416

22,276

Tele Leste Celular Participacoes SA sponsored ADR (a)

72

824

Tele Norte Leste Participacoes SA ADR

19,068

249,409

Telebras sponsored ADR

6,600

173,976

TIM Participacoes SA sponsored ADR

583

8,273

Uniao de Bancos Brasileiros SA (Unibanco) GDR

8,600

227,470

Usinas Siderurgicas de Minas Gerais SA (Usiminas) (PN-A)

24,200

366,058

Votorantim Celulose e Papel SA:

(PN)

656,100

45,411

sponsored ADR

1,900

65,645

TOTAL BRAZIL

6,634,867

Chile - 3.0%

Banco Santander Chile sponsored ADR

3,356

93,834

CorpBanca SA sponsored ADR (c)

2,400

63,609

Empresa Nacional de Electricidad SA sponsored ADR

3,900

65,130

Enersis SA sponsored ADR

18,725

141,561

Vina Concha y Toro SA sponsored ADR

594

38,046

TOTAL CHILE

402,180

Luxembourg - 1.8%

Millicom International Cellular SA (a)

900

17,883

Tenaris SA sponsored ADR

4,884

218,657

TOTAL LUXEMBOURG

236,540

Mexico - 37.8%

America Movil SA de CV sponsored ADR

32,000

1,407,996

Cemex SA de CV sponsored ADR

17,263

500,282

Consorcio ARA SA de CV (a)

23,900

63,898

Fomento Economico Mexicano SA de CV sponsored ADR

8,021

353,726

Grupo Bimbo SA de CV Series A

18,900

42,570

Grupo Financiero Inbursa SA de CV Series O

52,575

87,891

Grupo Mexico SA de CV Series B (a)

29,751

122,882

Grupo Modelo SA de CV Series C

62,200

159,395

Grupo Televisa SA de CV sponsored ADR

10,639

585,145

Hylsamex SA de CV Series B (a)

57,800

126,430

Industrias Penoles SA de CV

8,000

36,544

Telefonos de Mexico SA de CV sponsored ADR

30,101

1,030,658

TV Azteca SA de CV sponsored ADR

5,600

56,112

Common Stocks - continued

Shares

Value (Note 1)

Mexico - continued

Urbi, Desarrollos Urbanos, SA de CV

17,100

$ 63,708

Wal-Mart de Mexico SA de CV Series V

127,739

417,900

TOTAL MEXICO

5,055,137

Peru - 1.9%

Compania de Minas Buenaventura SA sponsored ADR

9,945

247,034

United Kingdom - 0.4%

Antofagasta PLC

3,000

55,019

TOTAL COMMON STOCKS

(Cost $10,115,418)

12,782,210

Nonconvertible Preferred Stocks - 0.4%

Brazil - 0.4%

Telemar Norte Leste SA (PN-A)
(Cost $52,401)

2,652

48,964

Money Market Funds - 4.4%

Fidelity Cash Central Fund, 1.79% (b)
(Cost $586,568)

586,568

586,568

Cash Equivalents - 0.2%

Maturity Amount

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.8%, dated 10/29/04 due 11/1/04)
(Cost $27,000)

$ 27,004

27,000

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $10,781,387)

13,444,742

NET OTHER ASSETS - (0.6)%

(76,810)

NET ASSETS - 100%

$ 13,367,932

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $63,609 or 0.5% of net assets.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $312,000, all of which will expire on October 31, 2010.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including repurchase agreements of $27,000) (cost $10,781,387) - See accompanying schedule

$ 13,444,742

Cash

458

Receivable for fund shares sold

185,681

Dividends receivable

80,782

Interest receivable

843

Receivable from investment adviser for expense reductions

3,677

Other affiliated receivables

75

Other receivables

572

Total assets

13,716,830

Liabilities

Payable for investments purchased

$ 272,518

Payable for fund shares redeemed

22,706

Accrued management fee

7,580

Distribution fees payable

5,594

Other affiliated payables

6,471

Other payables and accrued expenses

34,029

Total liabilities

348,898

Net Assets

$ 13,367,932

Net Assets consist of:

Paid in capital

$ 10,936,009

Undistributed net investment income

117,443

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

(349,429)

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

2,663,909

Net Assets

$ 13,367,932

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($1,954,358 ÷ 116,879 shares)

$ 16.72

Maximum offering price per share (100/94.25 of $16.72)

$ 17.74

Class T:
Net Asset Value
and redemption price per share ($2,584,940 ÷ 155,396 shares)

$ 16.63

Maximum offering price per share (100/96.50 of $16.63)

$ 17.23

Class B:
Net Asset Value
and offering price per share ($3,221,937 ÷ 196,484 shares) A

$ 16.40

Class C:
Net Asset Value
and offering price per share ($2,166,960 ÷ 132,521 shares) A

$ 16.35

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($3,439,737 ÷ 202,693 shares)

$ 16.97

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 440,873

Interest

3,360

444,233

Less foreign taxes withheld

(39,724)

Total income

404,509

Expenses

Management fee

$ 81,225

Transfer agent fees

45,566

Distribution fees

55,030

Accounting fees and expenses

37,502

Non-interested trustees' compensation

54

Custodian fees and expenses

22,983

Registration fees

63,530

Audit

34,388

Legal

1,159

Miscellaneous

5,855

Total expenses before reductions

347,292

Expense reductions

(98,527)

248,765

Net investment income (loss)

155,744

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

607,172

Foreign currency transactions

(14,731)

Total net realized gain (loss)

592,441

Change in net unrealized appreciation (depreciation) on:

Investment securities

1,802,268

Assets and liabilities in foreign currencies

573

Total change in net unrealized appreciation (depreciation)

1,802,841

Net gain (loss)

2,395,282

Net increase (decrease) in net assets resulting from operations

$ 2,551,026

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 155,744

$ 31,490

Net realized gain (loss)

592,441

255,710

Change in net unrealized appreciation (depreciation)

1,802,841

1,354,922

Net increase (decrease) in net assets resulting
from operations

2,551,026

1,642,122

Distributions to shareholders from net investment income

(34,709)

(15,776)

Share transactions - net increase (decrease)

5,776,559

396,070

Redemption fees

4,047

-

Total increase (decrease) in net assets

8,296,923

2,022,416

Net Assets

Beginning of period

5,071,009

3,048,593

End of period (including undistributed net investment income of $117,443 and undistributed net investment income of $10,342, respectively)

$ 13,367,932

$ 5,071,009

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.49

$ 8.29

$ 9.62

$ 13.26

$ 11.64

Income from Investment Operations

Net investment income (loss) C

.24

.12

.09

.14 D

(.07)

Net realized and unrealized gain (loss)

4.09

4.17

(1.30)

(3.70)

1.69

Total from investment operations

4.33

4.29

(1.21)

(3.56)

1.62

Distributions from net investment income

(.11)

(.09)

(.12)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.11)

(.09)

(.12)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.72

$ 12.49

$ 8.29

$ 9.62

$ 13.26

Total Return A, B

34.98%

52.29%

(12.87)%

(26.97)%

13.92%

Ratios to Average Net Assets E

Expenses before expense reductions

3.07%

5.92%

5.99%

4.96%

3.95%

Expenses net of voluntary waivers, if any

2.02%

2.02%

2.15%

2.11%

2.06%

Expenses net of all reductions

1.98%

2.02%

2.12%

2.05%

2.04%

Net investment income (loss)

1.63%

1.22%

.86%

1.22%

(.50)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 1,954

$ 918

$ 428

$ 546

$ 921

Portfolio turnover rate

71%

67%

132%

111%

52%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.44

$ 8.24

$ 9.57

$ 13.21

$ 11.62

Income from Investment Operations

Net investment income (loss) C

.20

.10

.06

.11 D

(.11)

Net realized and unrealized gain (loss)

4.07

4.16

(1.30)

(3.67)

1.70

Total from investment operations

4.27

4.26

(1.24)

(3.56)

1.59

Distributions from net investment income

(.09)

(.06)

(.09)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.09)

(.06)

(.09)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.63

$ 12.44

$ 8.24

$ 9.57

$ 13.21

Total Return A, B

34.59%

52.06%

(13.18)%

(27.07)%

13.68%

Ratios to Average Net Assets E

Expenses before expense reductions

3.47%

6.58%

6.65%

5.48%

4.26%

Expenses net of voluntary waivers, if any

2.27%

2.27%

2.40%

2.36%

2.32%

Expenses net of all reductions

2.23%

2.27%

2.37%

2.30%

2.30%

Net investment income (loss)

1.38%

.97%

.61%

.97%

(.75)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 2,585

$ 1,315

$ 836

$ 1,124

$ 2,041

Portfolio turnover rate

71%

67%

132%

111%

52%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.29

$ 8.13

$ 9.44

$ 13.08

$ 11.58

Income from Investment Operations

Net investment income (loss) C

.13

.05

.01

.05 D

(.18)

Net realized and unrealized gain (loss)

4.02

4.12

(1.28)

(3.61)

1.68

Total from investment operations

4.15

4.17

(1.27)

(3.56)

1.50

Distributions from net investment income

(.05)

(.01)

(.04)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.05)

(.01)

(.04)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.40

$ 12.29

$ 8.13

$ 9.44

$ 13.08

Total Return A, B

33.95%

51.35%

(13.56)%

(27.34)%

12.95%

Ratios to Average Net Assets E

Expenses before expense reductions

3.67%

6.80%

6.90%

5.81%

4.78%

Expenses net of voluntary waivers, if any

2.77%

2.77%

2.90%

2.86%

2.82%

Expenses net of all reductions

2.73%

2.77%

2.87%

2.80%

2.80%

Net investment income (loss)

.88%

.47%

.11%

.46%

(1.25)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 3,222

$ 1,513

$ 814

$ 1,003

$ 1,659

Portfolio turnover rate

71%

67%

132%

111%

52%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.25

$ 8.11

$ 9.43

$ 13.07

$ 11.57

Income from Investment Operations

Net investment income (loss) C

.13

.05

.01

.06 D

(.18)

Net realized and unrealized gain (loss)

4.01

4.10

(1.28)

(3.62)

1.68

Total from investment operations

4.14

4.15

(1.27)

(3.56)

1.50

Distributions from net investment income

(.05)

(.01)

(.05)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.05)

(.01)

(.05)

(.08)

-

Redemption fees added to paid in capital C

.01

-

-

-

-

Net asset value, end of period

$ 16.35

$ 12.25

$ 8.11

$ 9.43

$ 13.07

Total Return A, B

33.98%

51.23%

(13.60)%

(27.36)%

12.96%

Ratios to Average Net Assets E

Expenses before expense reductions

3.83%

6.85%

6.88%

5.82%

4.76%

Expenses net of voluntary waivers, if any

2.77%

2.77%

2.90%

2.86%

2.82%

Expenses net of all reductions

2.73%

2.77%

2.87%

2.79%

2.80%

Net investment income (loss)

.88%

.47%

.11%

.47%

(1.25)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 2,167

$ 1,114

$ 686

$ 759

$ 1,165

Portfolio turnover rate

71%

67%

132%

111%

52%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 12.64

$ 8.35

$ 9.69

$ 13.32

$ 11.67

Income from Investment Operations

Net investment income (loss) B

.28

.14

.11

.17 C

(.04)

Net realized and unrealized gain (loss)

4.15

4.24

(1.30)

(3.72)

1.69

Total from investment operations

4.43

4.38

(1.19)

(3.55)

1.65

Distributions from net investment income

(.11)

(.09)

(.15)

-

-

Distributions from net realized gain

-

-

-

(.08)

-

Total distributions

(.11)

(.09)

(.15)

(.08)

-

Redemption fees added to paid in capital B

.01

-

-

-

-

Net asset value, end of period

$ 16.97

$ 12.64

$ 8.35

$ 9.69

$ 13.32

Total Return A

35.36%

52.99%

(12.65)%

(26.77)%

14.14%

Ratios to Average Net Assets D

Expenses before expense reductions

2.14%

5.40%

5.49%

4.54%

3.56%

Expenses net of voluntary waivers, if any

1.77%

1.77%

1.90%

1.86%

1.81%

Expenses net of all reductions

1.73%

1.77%

1.87%

1.80%

1.79%

Net investment income (loss)

1.88%

1.47%

1.11%

1.46%

(.25)%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 3,440

$ 210

$ 285

$ 344

$ 524

Portfolio turnover rate

71%

67%

132%

111%

52%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.06 per share.

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

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Latin America Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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. Income dividends and capital gain distributions are declared separately for each class. Distributions are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Temporary book-tax differences will reverse in a subsequent period. Book-tax differences are primarily due to foreign currency transactions, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 2,775,147

Unrealized depreciation

(148,262)

Net unrealized appreciation (depreciation)

2,626,885

Undistributed ordinary income

117,443

Capital loss carryforward

(312,404)

Cost for federal income tax purposes

$ 10,817,857

The tax character of distributions paid was as follows:

October 31, 2004

October 31, 2003

Ordinary Income

$ 34,709

$ 15,776

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

2. Operating Policies - continued

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $13,053,340 and $7,617,412, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 4,285

$ 528

Class T

.25%

.25%

9,462

964

Class B

.75%

.25%

25,310

19,587

Class C

.75%

.25%

15,973

8,657

$ 55,030

$ 29,736

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for
Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained
by FDC

Class A

$ 7,514

Class T

1,716

Class B*

5,671

Class C*

1,758

$ 16,659

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

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

Amount

% of
Average
Net Assets

Class A

$ 7,266

.43

Class T

13,160

.69

Class B

11,291

.44

Class C

8,445

.53

Institutional Class

5,404

.16

$ 45,566

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $3,295 for the period.

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 $2,623 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

2.00%

$ 17,960

Class T

2.25%

22,888

Class B

2.75%

23,002

Class C

2.75%

17,014

Institutional Class

1.75%

13,160

$ 94,024

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 $4,503 for the period.

Annual Report

7. Other Information.

At the end of the period, FMR or its affiliates were the owners of record of 10% of the total outstanding shares of the fund and one otherwise unaffiliated shareholder was the owner of record 22% of the total outstanding shares of the fund.

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Class A

$ 10,215

$ 4,772

Class T

10,212

6,047

Class B

7,001

1,047

Class C

5,151

844

Institutional Class

2,130

3,066

Total

$ 34,709

$ 15,776

Annual Report

Notes to Financial Statements - continued

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

276,925

109,782

$ 4,006,837

$ 1,122,639

Reinvestment of distributions

755

545

10,009

4,552

Shares redeemed

(234,253)

(88,522)

(3,410,954)

(924,690)

Net increase (decrease)

43,427

21,805

$ 605,892

$ 202,501

Class T

Shares sold

108,101

24,645

$ 1,626,926

$ 244,830

Reinvestment of distributions

741

697

9,793

5,809

Shares redeemed

(59,194)

(20,992)

(847,801)

(197,995)

Net increase (decrease)

49,648

4,350

$ 788,918

$ 52,644

Class B

Shares sold

125,045

43,421

$ 1,827,579

$ 457,257

Reinvestment of distributions

510

123

6,666

1,015

Shares redeemed

(52,239)

(20,525)

(743,755)

(220,237)

Net increase (decrease)

73,316

23,019

$ 1,090,490

$ 238,035

Class C

Shares sold

85,290

28,484

$ 1,256,003

$ 299,810

Reinvestment of distributions

363

101

4,728

836

Shares redeemed

(44,079)

(22,180)

(631,163)

(218,153)

Net increase (decrease)

41,574

6,405

$ 629,568

$ 82,493

Institutional Class

Shares sold

454,651

109,911

$ 6,720,457

$ 1,110,748

Reinvestment of distributions

131

356

1,760

3,005

Shares redeemed

(268,729)

(127,691)

(4,060,526)

(1,293,356)

Net increase (decrease)

186,053

(17,424)

$ 2,661,691

$ (179,603)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Latin America Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Latin America Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Latin America Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Latin America (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of
the General Motors Technology Advisory Committee and a Life Fellow
of the Institute of Electrical and Electronics Engineers (IEEE) (2000).
Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of
the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously,
Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He
is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Latin America. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Latin America. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Latin America. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Latin America. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Latin America. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Latin America. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Latin America. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Latin America. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Latin America. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Latin America. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Latin America. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Latin America. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Institutional Class

12/08/03

$.078

$.023

Institutional Class designates 68% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

3,532,167.52

68.590

Against

791,828.57

15.376

Abstain

249,898.86

4.853

Broker
Non-Votes

575,810.56

11.181

TOTAL

5,149,705.51

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

ALAFI-UANN-1204
1.784761.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Diversified International

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

22

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

Notes

31

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

39

Trustees and Officers

40

Distributions

52

Proxy Voting Results

53

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fund
A

Class A (incl. 5.75% sales
charge)

10.42%

5.17%

9.22%

Class T (incl. 3.50% sales
charge)

12.69%

5.35%

9.33%

Class B (incl. contingent
deferred sales charge) B

11.08%

5.19%

9.29%

Class C (incl. contingent
deferred sales charge)C

15.21%

5.59%

9.46%

A From December 17, 1998.

B Class B shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 5%, 2%, and 1%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Diversified International Fund - Class T on December 17, 1998, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have grown, and also shows how the Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Penny Dobkin, who became Portfolio Manager of Fidelity® Advisor Diversified International Fund on October 4, 2004

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

Fidelity Advisor Diversified International Fund's Class A, Class T, Class B and Class C shares were up 17.15%, 16.78%, 16.08% and 16.21%, respectively, during the one-year period ending October 31, 2004. In comparison, these returns underperformed the MSCI EAFE index, but generally outdistanced the 16.12% advance of the LipperSM International Funds Average. Emphasizing some of the more aggressive stocks in Japan, such as brokerage firms Nikko Cordial and Nomura Holdings, as well as semiconductor equipment company Tokyo Electron, was a main reason the fund underperformed its index. Having a significantly lower exposure than the MSCI EAFE to strong-performing utilities stocks, such as German electric power provider E.ON, also hurt the fund's relative return. The fund lost some additional ground by holding an average weighting of about 4% of its net assets in cash, which provided a head wind amid a rising equity market. From a geographic perspective, good stock picking in the European market - the largest regional component of the fund and its index - provided a considerable boost to the fund's relative results. Large positions in two strong-performing Switzerland-based health care stocks, namely dental implant provider Nobel Biocare and pharmaceutical firm Novartis, were particularly helpful. Elsewhere, owning a handful of Canadian energy stocks, such as EnCana and Talisman Energy, also worked out well, as they appreciated nicely due to the industry's supportive supply/demand profile.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,043.00

$ 6.78

HypotheticalA

$ 1,000.00

$ 1,018.28

$ 6.72

Class T

Actual

$ 1,000.00

$ 1,041.50

$ 8.26

HypotheticalA

$ 1,000.00

$ 1,016.80

$ 8.20

Class B

Actual

$ 1,000.00

$ 1,038.50

$ 11.58

HypotheticalA

$ 1,000.00

$ 1,013.50

$ 11.50

Class C

Actual

$ 1,000.00

$ 1,039.10

$ 11.02

HypotheticalA

$ 1,000.00

$ 1,014.06

$ 10.94

Institutional Class

Actual

$ 1,000.00

$ 1,044.40

$ 5.29

HypotheticalA

$ 1,000.00

$ 1,019.76

$ 5.24

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.32%

Class T

1.61%

Class B

2.26%

Class C

2.15%

Institutional Class

1.03%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

2.5

2.2

BP PLC sponsored ADR (United Kingdom, Oil & Gas)

2.3

1.1

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

2.0

2.0

Total SA sponsored ADR (France, Oil & Gas)

1.9

1.1

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

1.6

0.7

10.3

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

23.2

22.2

Consumer Discretionary

13.6

13.7

Health Care

12.2

13.6

Energy

8.7

7.8

Information Technology

7.3

9.1

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

United Kingdom

19.1

18.4

Japan

11.9

15.5

France

9.4

7.7

Switzerland

9.2

8.6

Germany

7.1

3.6

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 91.2%

Stocks and Investment Companies 92.2%

Bonds 0.1%

Bonds 0.6%

Short-Term
Investments and
Net Other Assets 8.7%

Short-Term
Investments and
Net Other Assets 7.2%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 90.2%

Shares

Value (Note 1) (000s)

Australia - 2.4%

Australia & New Zealand Banking Group Ltd.

540,951

$ 8,263

Australian Gas Light Co.

491,662

4,823

Brambles Industries Ltd. (d)

2,484,714

13,190

CSL Ltd.

1,838,244

39,640

Macquarie Bank Ltd.

361,852

10,726

News Corp. Ltd. sponsored ADR

573,600

18,034

QBE Insurance Group Ltd.

1,319,903

13,569

TOTAL AUSTRALIA

108,245

Austria - 0.2%

Bank Austria Creditanstalt AG

95,700

7,104

Belgium - 0.1%

Fortis

263,300

6,709

Bermuda - 0.2%

Aquarius Platinum Ltd. (Australia)

693,752

3,698

Clear Media Ltd. (a)

6,342,100

6,111

TOTAL BERMUDA

9,809

Brazil - 0.7%

Banco Bradesco SA sponsored ADR

113,800

6,927

Banco Itau Holding Financeira SA sponsored ADR

76,300

4,616

Embraer - Empresa Brasileira de Aeronautica SA
sponsored ADR

391,000

10,377

Uniao de Bancos Brasileiros SA (Unibanco) GDR

356,400

9,427

TOTAL BRAZIL

31,347

Canada - 4.8%

Aber Diamond Corp. (a)

128,200

4,465

Canadian Imperial Bank of Commerce

79,900

4,848

Canadian Natural Resources Ltd.

252,800

10,645

Canadian Western Bank, Edmonton

46,400

1,815

Celestica, Inc. (sub. vtg.) (a)

242,300

3,520

EnCana Corp.

732,624

36,335

ITF Optical Technologies, Inc. Series A (g)

1,792

2

Jean Coutu Group, Inc.:

Class A (e)

343,400

4,554

Class A (sub. vtg.)

1,050,940

13,937

Loblaw Companies Ltd.

181,500

9,851

National Bank of Canada

254,900

10,210

Novagold Resources, Inc. (a)

49,300

348

OZ Optics Ltd. unit (g)

5,400

80

Common Stocks - continued

Shares

Value (Note 1) (000s)

Canada - continued

Petro-Canada

454,500

$ 24,810

Power Corp. of Canada (sub. vtg.)

758,100

18,251

Precision Drilling Corp. (a)

420,600

26,040

Research in Motion Ltd. (a)

39,392

3,472

Sun Life Financial, Inc.

505,318

15,543

Talisman Energy, Inc.

648,500

17,413

Tembec, Inc. (a)

585,200

3,815

TimberWest Forest Corp. unit

627,800

7,629

TOTAL CANADA

217,583

Cayman Islands - 0.2%

Apex Silver Mines Ltd. (a)(d)

434,100

8,144

China - 0.8%

BYD Co. Ltd. (H Shares)

2,097,000

5,900

China Telecom Corp. Ltd. sponsored ADR

41,000

1,314

Global Bio-Chem Technology Group Co. Ltd.

20,306,000

15,914

Global Bio-Chem Technology Group Co. Ltd. warrants 5/31/07 (a)

2,366,000

164

People's Food Holdings Ltd.

9,699,000

6,766

Sinopec Zhenhai Refining & Chemical Co. Ltd. (H Shares)

8,108,000

7,760

TOTAL CHINA

37,818

Denmark - 1.5%

Danske Bank AS

941,675

26,390

GN Store Nordic AS

118,000

1,199

Novo Nordisk AS Series B

603,693

30,094

TDC AS

243,700

9,043

TOTAL DENMARK

66,726

Estonia - 0.1%

Hansabank SA

289,900

2,931

Finland - 1.0%

Fortum Oyj (d)

601,400

9,235

Nokia Corp. sponsored ADR

2,091,200

32,246

UPM-Kymmene Corp.

335,500

6,655

TOTAL FINLAND

48,136

France - 9.4%

Accor SA

288,100

11,997

Assurances Generales France SA (Bearer)

70,563

4,714

AXA SA sponsored ADR

937,300

20,293

Bacou Dalloz

76,915

5,930

Common Stocks - continued

Shares

Value (Note 1) (000s)

France - continued

BNP Paribas SA

574,746

$ 39,239

CNP Assurances

242,593

16,562

Credit Agricole SA

917,525

26,970

Dassault Aviation SA

8,185

4,395

Eiffage SA

108,770

10,850

Essilor International SA

226,630

15,429

Ipsos SA

38,394

3,601

L'Oreal SA

100,850

6,898

Lagardere S.C.A. (Reg.)

337,082

21,784

Medidep SA (a)

89,703

2,497

Neopost SA

274,629

19,118

NRJ Group

430,520

8,947

Pernod-Ricard

127,803

17,745

Rhodia SA ADR

2,885,300

5,107

Sanofi-Aventis sponsored ADR

1,290,100

47,089

Total SA sponsored ADR

852,900

88,940

Vinci SA

146,153

17,459

Vivendi Universal SA sponsored ADR (a)

1,164,200

31,934

TOTAL FRANCE

427,498

Germany - 5.7%

Adidas-Salomon AG

88,527

12,408

Allianz AG sponsored ADR

4,248,570

45,247

BASF AG sponsored ADR

77,500

4,869

Bilfinger & Berger Bau AG

124,100

4,367

Celesio AG

135,594

9,861

Deutsche Boerse AG

174,234

8,729

Deutsche Telekom AG sponsored ADR (a)

2,564,700

49,422

E.ON AG sponsored ADR

118,400

9,656

Fielmann AG

39,427

2,479

Fresenius Medical Care AG sponsored ADR

482,700

12,430

GFK AG

205,127

6,759

HeidelbergCement AG

184,238

9,096

Hochtief AG

395,200

10,519

Hypo Real Estate Holding AG (a)

461,340

17,310

Infineon Technologies AG (a)

715,100

7,816

K&S AG

271,527

11,348

RWE AG

511,961

27,202

Siemens AG sponsored ADR

150,100

11,218

TOTAL GERMANY

260,736

Common Stocks - continued

Shares

Value (Note 1) (000s)

Greece - 0.5%

Greek Organization of Football Prognostics SA

517,960

$ 10,592

Public Power Corp. of Greece

433,480

10,795

TOTAL GREECE

21,387

Hong Kong - 1.1%

Aeon Credit Service (Asia) Co. Ltd.

1,408,000

895

Hengan International Group Co. Ltd.

4,584,000

2,444

Hutchison Whampoa Ltd.

776,000

5,957

Shun Tak Holdings Ltd.

6,596,000

4,089

Techtronic Industries Co. Ltd.

11,354,500

22,611

Television Broadcasts Ltd.

2,091,000

8,946

Wharf Holdings Ltd.

1,623,000

5,338

TOTAL HONG KONG

50,280

India - 1.8%

Bank of Baroda

1,173,599

3,988

Housing Development Finance Corp. Ltd.

1,144,197

16,163

Infosys Technologies Ltd.

622,624

26,182

Matrix Laboratories Ltd.

1

0

National Thermal Power Corp.

391,800

536

Ranbaxy Laboratories Ltd.

271,869

6,588

Reliance Industries Ltd.

388,429

4,534

Satyam Computer Services Ltd.

1,206,766

9,958

State Bank of India

1,502,350

15,716

TOTAL INDIA

83,665

Ireland - 1.8%

Allied Irish Banks PLC

1,350,098

23,600

C&C Group PLC

2,360,500

7,733

CRH PLC

715,517

17,168

Elan Corp. PLC sponsored ADR (a)(d)

411,300

10,612

IAWS Group PLC (Ireland)

692,500

9,225

Independent News & Media PLC (Ireland)

4,566,173

13,323

TOTAL IRELAND

81,661

Italy - 2.9%

Autostrade Spa

430,316

9,444

Banca Antonveneta Spa (a)

420,900

8,871

Banca Intesa Spa

4,572,854

18,785

Banche Popolari Unite Scarl

710,400

12,673

Banco Popolare di Verona e Novara

269,913

4,801

Bulgari Spa

419,496

4,354

Common Stocks - continued

Shares

Value (Note 1) (000s)

Italy - continued

Davide Campari-Milano Spa

128,000

$ 7,283

ENI Spa sponsored ADR

338,600

38,746

Societa Iniziative Autostradali e Servizi Spa (SIAS)

266,000

3,619

Telecom Italia Spa

3,700,300

12,359

Telecom Italia Spa ADR

415,762

13,886

TOTAL ITALY

134,821

Japan - 11.9%

Advantest Corp.

66,800

4,677

Aisin Seiki Co. Ltd.

201,200

4,515

Asahi Glass Co. Ltd.

1,086,000

9,994

Canon, Inc. ADR

514,300

25,458

Credit Saison Co. Ltd.

258,600

8,283

Daiwa Securities Group, Inc.

2,883,000

17,706

East Japan Railway Co.

2,187

11,510

Fujitsu Ltd.

924,000

5,509

Honda Motor Co. Ltd.

519,300

25,228

Hoya Corp.

223,100

22,935

Ito Yokado Ltd.

128,000

4,596

JAFCO Co. Ltd.

68,600

3,533

Keyence Corp.

50,000

11,282

Millea Holdings, Inc.

1,061

14,035

Mitsubishi Electric Corp.

2,827,000

13,249

Mitsubishi Tokyo Financial Group, Inc. (MTFG)

2,106

17,880

Mitsui Fudosan Co. Ltd.

666,000

7,079

Mizuho Financial Group, Inc.

4,859

18,778

Murata Manufacturing Co. Ltd.

272,800

13,017

Nikko Cordial Corp.

4,677,000

20,947

Nintendo Co. Ltd.

19,100

2,158

Nippon Chemi-con Corp.

85,000

416

Nippon Electric Glass Co. Ltd.

95,000

2,123

Nippon Oil Corp.

1,022,000

6,499

Nitto Denko Corp.

506,000

24,049

Nomura Holdings, Inc.

1,559,000

18,973

NTT Urban Development Co. (a)(f)

97

412

ORIX Corp.

208,000

24,429

Ricoh Co. Ltd.

819,000

15,322

Rohm Co. Ltd.

138,100

14,197

Sanden Corp.

698,000

4,564

Seiyu Ltd. (a)

1,839,000

4,275

SFCG Co. Ltd.

53,180

11,195

Shinko Electric Industries Co.Ltd.

60,500

1,749

Common Stocks - continued

Shares

Value (Note 1) (000s)

Japan - continued

Softbank Corp. (d)

118,800

$ 5,388

Sumitomo Forestry Co. Ltd.

796,000

7,551

Sumitomo Mitsui Financial Group, Inc. (d)

5,717

37,218

Sumitomo Osaka Cement Co. Ltd.

2,965,000

6,528

T&D Holdings, Inc. (a)

320,500

14,172

Tokyo Electron Ltd.

170,100

9,242

Toyota Motor Corp. ADR

431,250

33,461

UFJ Holdings, Inc. (a)

6,323

29,394

Yahoo! Japan Corp. New (a)(d)

1,291

5,623

Yamato Transport Co. Ltd.

241,000

3,254

TOTAL JAPAN

542,403

Korea (South) - 1.6%

Kookmin Bank (a)

1,260

42

Kookmin Bank sponsored ADR (a)

477,010

16,042

LG Electronics, Inc.

443,730

25,050

NCsoft Corp. (a)

20,060

1,917

Samsung Electronics Co. Ltd.

41,320

16,222

Shinhan Financial Group Co. Ltd.

638,284

12,572

TOTAL KOREA (SOUTH)

71,845

Luxembourg - 0.1%

Stolt-Nielsen SA Class B sponsored ADR (a)

252,100

5,307

Mexico - 0.5%

America Movil SA de CV sponsored ADR

265,900

11,700

Fomento Economico Mexicano SA de CV sponsored ADR

269,200

11,872

TOTAL MEXICO

23,572

Netherlands - 3.5%

ASML Holding NV (NY Shares) (a)

1,267,200

18,058

EADS NV

168,528

4,820

Efes Breweries International NV unit (a)(e)

12,700

352

Fugro NV (Certificaten Van Aandelen)

123,200

9,601

ING Groep NV sponsored ADR

1,392,900

37,093

Koninklijke Numico NV (Certificaten Van Aandelen) (a)

687,886

23,257

OPG Groep NV (A Shares)

69,713

3,756

QIAGEN NV (a)(d)

730,518

7,773

Reed Elsevier NV ADR

648,600

17,155

VNU NV

466,753

12,788

Wolters Kluwer NV (Certificaten Van Aandelen)

1,454,929

26,606

TOTAL NETHERLANDS

161,259

Common Stocks - continued

Shares

Value (Note 1) (000s)

Netherlands Antilles - 0.2%

Schlumberger Ltd. (NY Shares)

139,200

$ 8,761

Norway - 0.9%

DnB NOR ASA

2,726,480

23,153

Schibsted AS (B Shares)

223,550

4,887

Storebrand ASA (A Shares)

1,530,700

11,675

TOTAL NORWAY

39,715

Portugal - 0.7%

Brisa Auto-Estradas de Portugal SA

1,626,880

13,345

Electricidade de Portugal SA

3,100,000

9,204

Portugal Telecom SGPS SA sponsored ADR

853,400

9,660

TOTAL PORTUGAL

32,209

Singapore - 0.1%

Flextronics International Ltd. (a)

227,100

2,737

Want Want Holdings Ltd.

4,182,000

4,098

TOTAL SINGAPORE

6,835

Spain - 2.6%

Actividades de Construccion y Servicios SA (ACS)

865,667

16,827

Altadis SA (Spain)

5,000

184

Antena 3 Television SA (a)

114,347

7,368

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

1,300,800

20,488

Compania de Distribucion Integral Logista SA

105,220

4,780

Gestevision Telecinco SA

335,340

6,424

Grupo Ferrovial SA

80,397

3,571

Inditex SA

505,627

12,889

Prosegur Comp Securidad SA (Reg.)

296,600

5,124

Telefonica SA sponsored ADR

782,500

38,992

TOTAL SPAIN

116,647

Sweden - 1.4%

Eniro AB

1,631,500

13,837

Gambro AB (A Shares)

475,500

5,562

Hennes & Mauritz AB (H&M) (B Shares)

303,350

8,854

Skandinaviska Enskilda Banken AB (A Shares)

283,600

4,730

Tele2 AB (B Shares) (d)

289,600

9,640

Telefonaktiebolaget LM Ericsson ADR (a)(d)

715,100

20,674

TOTAL SWEDEN

63,297

Switzerland - 9.2%

ABB Ltd. (Reg.) (a)

1,515,269

8,783

Common Stocks - continued

Shares

Value (Note 1) (000s)

Switzerland - continued

Actelion Ltd. (Reg.) (a)

129,887

$ 14,906

Alcon, Inc.

200,800

14,297

Compagnie Financiere Richemont unit

613,448

17,446

Credit Suisse Group sponsored ADR

737,700

25,281

INFICON Holding AG (a)

53,076

3,468

Nestle SA (Reg.)

177,297

42,067

Nobel Biocare Holding AG (Switzerland)

147,614

24,211

Novartis AG sponsored ADR

1,945,432

93,400

Phonak Holding AG

178,434

5,605

Roche Holding AG (participation certificate)

704,573

72,240

Schindler Holding AG (Reg.)

21,007

7,479

SIG Holding AG

36,801

6,905

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

20,496

13,100

Swiss Life Holding (a)

50,523

6,479

Syngenta AG sponsored ADR

236,500

4,503

The Swatch Group AG (Reg.)

618,379

17,094

UBS AG (NY Shares) (d)

609,247

44,164

TOTAL SWITZERLAND

421,428

Thailand - 0.0%

Thai Oil PCL (a)

513,400

516

United Kingdom - 19.0%

3i Group PLC

1,140,700

12,210

Allied Domecq PLC

1,257,204

11,199

Amdocs Ltd. (a)

570,600

14,351

AstraZeneca PLC sponsored ADR

837,400

34,501

BAE Systems PLC

2,404,780

10,529

BOC Group PLC

932,737

15,032

BP PLC sponsored ADR

1,761,800

102,625

British Airways PLC (a)

1,500,000

5,998

Cadbury Schweppes PLC sponsored ADR

276,700

9,269

Capita Group PLC

4,283,313

27,687

Carnival PLC ADR

358,000

18,988

Daily Mail & General Trust PLC Class A

990,267

13,184

Enterprise Inns PLC

1,632,268

18,567

FKI PLC

955,435

2,098

Group 4 Securicor PLC (a)

2,975,530

6,507

Hilton Group PLC

3,895,737

18,452

HSBC Holdings PLC sponsored ADR (d)

893,700

72,417

Inchcape PLC

59,548

1,617

Intertek Group PLC

737,516

9,324

Common Stocks - continued

Shares

Value (Note 1) (000s)

United Kingdom - continued

Invensys PLC (a)

21,501,700

$ 6,026

ITV PLC

5,802,928

11,410

Kesa Electricals PLC

1,234,912

6,173

National Grid Transco PLC

2,346,430

20,417

Next PLC

535,699

16,440

Northern Rock PLC

520,600

7,094

Provident Financial PLC

811,393

8,715

Prudential PLC

151,182

1,113

Rank Group PLC

2,067,027

10,864

Reckitt Benckiser PLC

1,254,338

34,437

Reuters Group PLC sponsored ADR

178,300

7,292

Rio Tinto PLC (Reg.)

601,639

15,989

Royal Bank of Scotland Group PLC

1,296,088

38,227

SABMiller PLC

919,309

13,270

Serco Group PLC

2,735,225

10,958

Signet Group PLC

4,100,300

8,006

SMG PLC

1,471,257

3,042

Smith & Nephew PLC

3,635,537

31,440

Standard Chartered PLC

936,851

16,760

Taylor Nelson Sofres PLC

1,407,080

5,973

Tesco PLC

8,709,442

45,934

Trinity Mirror PLC

860,095

10,195

Vodafone Group PLC sponsored ADR

4,438,600

114,471

Xstrata PLC

403,810

6,270

Yell Group PLC

2,119,870

14,258

TOTAL UNITED KINGDOM

869,329

United States of America - 3.3%

AFLAC, Inc.

279,000

10,011

Covance, Inc. (a)

168,300

6,685

Fox Entertainment Group, Inc. Class A (a)

118,000

3,500

Freeport-McMoRan Copper & Gold, Inc. Class B

449,300

16,274

Mettler-Toledo International, Inc. (a)

212,500

10,179

NTL, Inc. (a)

234,242

15,579

Orthofix International NV (a)

110,100

3,909

Phelps Dodge Corp.

149,800

13,113

Shaw Group, Inc. (a)

324,500

3,956

Stillwater Mining Co. (a)

386,700

4,780

Synthes, Inc.

316,528

33,832

Common Stocks - continued

Shares

Value (Note 1) (000s)

United States of America - continued

Telewest Global, Inc. (a)

1,403,773

$ 17,266

Transocean, Inc. (a)

323,800

11,414

TOTAL UNITED STATES OF AMERICA

150,498

TOTAL COMMON STOCKS

(Cost $3,619,952)

4,118,221

Preferred Stocks - 1.0%

Convertible Preferred Stocks - 0.0%

Canada - 0.0%

Metrophotonics, Inc. Series 2 (g)

8,500

37

Nonconvertible Preferred Stocks - 1.0%

Germany - 0.5%

Fresenius Medical Care AG

440,700

24,121

Italy - 0.5%

Banca Intesa Spa (Risp)

698,800

2,362

Telecom Italia Spa (Risp)

8,297,400

20,737

TOTAL ITALY

23,099

TOTAL NONCONVERTIBLE PREFERRED STOCKS

47,220

TOTAL PREFERRED STOCKS

(Cost $44,289)

47,257

Nonconvertible Bonds - 0.1%

Principal Amount (000s)

United Kingdom - 0.1%

British Energy PLC 6.077% 3/25/06
(Cost $1,554)

GBP

529

2,318

Government Obligations - 0.9%

Germany - 0.9%

German Federal Republic 2.0028% to 2.0333% 11/17/04
(Cost $41,176)

EUR

33,400

42,695

Money Market Funds - 10.1%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 1.79% (b)(c)
(Cost $459,080)

459,080,144

$ 459,080

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $4,166,051)

4,669,571

NET OTHER ASSETS - (2.3)%

(103,903)

NET ASSETS - 100%

$ 4,565,668

Currency Abbreviations

EUR

-

European Monetary Unit

GBP

-

British pound

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $4,906,000 or 0.1% of net assets.

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

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $119,000 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

ITF Optical Technologies, Inc. Series A

10/11/00

$ 90

Metrophotonics, Inc. Series 2

9/29/00

$ 85

OZ Optics Ltd. unit

8/18/00

$ 80

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $89,208) (cost $4,166,051) - See accompanying schedule

$ 4,669,571

Foreign currency held at value (cost $13,155)

13,293

Receivable for investments sold
Regular delivery

50,929

Delayed delivery

693

Receivable for fund shares sold

29,784

Dividends receivable

4,438

Interest receivable

579

Other affiliated receivables

8

Other receivables

528

Total assets

4,769,823

Liabilities

Payable for investments purchased
Regular delivery

$ 95,743

Delayed delivery

412

Payable for fund shares redeemed

8,195

Accrued management fee

2,680

Distribution fees payable

1,332

Other affiliated payables

899

Other payables and accrued expenses

2,128

Collateral on securities loaned, at value

92,766

Total liabilities

204,155

Net Assets

$ 4,565,668

Net Assets consist of:

Paid in capital

$ 4,051,870

Undistributed net investment income

8,576

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

2,277

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

502,945

Net Assets

$ 4,565,668

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($1,293,687 ÷ 76,220 shares)

$ 16.97

Maximum offering price per share (100/94.25 of $16.97)

$ 18.01

Class T:
Net Asset Value
and redemption price per share ($1,510,180 ÷ 89,772 shares)

$ 16.82

Maximum offering price per share (100/96.50 of $16.82)

$ 17.43

Class B:
Net Asset Value
and offering price per share
($196,080 ÷ 11,913 shares) A

$ 16.46

Class C:
Net Asset Value
and offering price per share
($381,027 ÷ 23,122 shares) A

$ 16.48

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,184,694 ÷ 68,949 shares)

$ 17.18

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

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

Annual Report

Statement of Operations

Amounts in thousands

Year ended October 31, 2004

Investment Income

Dividends

$ 56,136

Interest

2,973

Security lending

1,602

60,711

Less foreign taxes withheld

(5,991)

Total income

54,720

Expenses

Management fee

$ 22,171

Transfer agent fees

6,953

Distribution fees

11,317

Accounting and security lending fees

1,395

Non-interested trustees' compensation

15

Custodian fees and expenses

1,323

Registration fees

704

Audit

61

Legal

10

Miscellaneous

682

Total expenses before reductions

44,631

Expense reductions

(1,243)

43,388

Net investment income (loss)

11,332

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities (net of foreign taxes of $299)

69,412

Foreign currency transactions

(143)

Total net realized gain (loss)

69,269

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,138)

311,138

Assets and liabilities in foreign currencies

216

Total change in net unrealized appreciation (depreciation)

311,354

Net gain (loss)

380,623

Net increase (decrease) in net assets resulting from operations

$ 391,955

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 11,332

$ 3,569

Net realized gain (loss)

69,269

14,823

Change in net unrealized appreciation (depreciation)

311,354

218,068

Net increase (decrease) in net assets resulting
from operations

391,955

236,460

Distributions to shareholders from net investment income

(10,785)

(1,439)

Share transactions - net increase (decrease)

2,786,474

716,381

Redemption fees

95

-

Total increase (decrease) in net assets

3,167,739

951,402

Net Assets

Beginning of period

1,397,929

446,527

End of period (including undistributed net investment income of $8,576 and undistributed net investment income of $6,506, respectively)

$ 4,565,668

$ 1,397,929

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.60

$ 11.12

$ 11.87

$ 14.54

$ 13.05

Income from Investment Operations

Net investment income (loss)C

.08

.09

.07

.10

.22D

Net realized and unrealized gain (loss)

2.41

3.45

(.82)

(2.48)

1.49

Total from investment operations

2.49

3.54

(.75)

(2.38)

1.71

Distributions from net investment income

(.12)

(.06)

-

(.29)

(.03)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.12)

(.06)

-

(.29)

(.22)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.97

$ 14.60

$ 11.12

$ 11.87

$ 14.54

Total ReturnA,B

17.15%

31.99%

(6.32)%

(16.69)%

13.13%

Ratios to Average Net AssetsE

Expenses before expense reductions

1.31%

1.42%

1.46%

1.50%

1.52%

Expenses net of voluntary waivers,
if any

1.31%

1.42%

1.46%

1.50%

1.52%

Expenses net of all reductions

1.27%

1.39%

1.43%

1.46%

1.50%

Net investment income (loss)

.51%

.71%

.54%

.77%

1.44%

Supplemental Data

Net assets, end of period
(in millions)

$ 1,294

$ 241

$ 52

$ 38

$ 27

Portfolio turnover rate

72%

49%

53%

84%

87%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.47

$ 11.01

$ 11.80

$ 14.46

$ 13.02

Income from Investment Operations

Net investment income (loss)C

.03

.05

.02

.06

.17D

Net realized and unrealized gain (loss)

2.39

3.43

(.81)

(2.46)

1.49

Total from investment operations

2.42

3.48

(.79)

(2.40)

1.66

Distributions from net investment income

(.07)

(.02)

-

(.26)

(.03)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.07)

(.02)

-

(.26)

(.22)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.82

$ 14.47

$ 11.01

$ 11.80

$ 14.46

Total ReturnA,B

16.78%

31.66%

(6.69)%

(16.90)%

12.78%

Ratios to Average Net AssetsE

Expenses before expense reductions

1.61%

1.75%

1.79%

1.81%

1.82%

Expenses net of voluntary waivers, if any

1.61%

1.75%

1.79%

1.81%

1.82%

Expenses net of all reductions

1.57%

1.72%

1.76%

1.76%

1.80%

Net investment income (loss)

.21%

.38%

.21%

.47%

1.15%

Supplemental Data

Net assets, end of period
(in millions)

$ 1,510

$ 552

$ 204

$ 153

$ 139

Portfolio turnover rate

72%

49%

53%

84%

87%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.19

$ 10.84

$ 11.68

$ 14.33

$ 12.96

Income from Investment Operations

Net investment income (loss)C

(.07)

(.02)

(.04)

(.01)

.09D

Net realized and unrealized gain (loss)

2.35

3.37

(.80)

(2.44)

1.49

Total from investment operations

2.28

3.35

(.84)

(2.45)

1.58

Distributions from net investment income

(.01)

-

-

(.20)

(.02)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.01)

-

-

(.20)

(.21)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.46

$ 14.19

$ 10.84

$ 11.68

$ 14.33

Total ReturnA,B

16.08%

30.90%

(7.19)%

(17.33)%

12.21%

Ratios to Average Net AssetsE

Expenses before expense reductions

2.24%

2.32%

2.32%

2.35%

2.36%

Expenses net of voluntary waivers, if any

2.24%

2.32%

2.32%

2.35%

2.36%

Expenses net of all reductions

2.20%

2.29%

2.29%

2.30%

2.34%

Net investment income (loss)

(.42)%

(.19)%

(.32)%

(.07)%

.60%

Supplemental Data

Net assets, end of period
(in millions)

$ 196

$ 89

$ 49

$ 42

$ 44

Portfolio turnover rate

72%

49%

53%

84%

87%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.22

$ 10.86

$ 11.68

$ 14.34

$ 12.96

Income from Investment Operations

Net investment income (loss)C

(.05)

(.01)

(.03)

-F

.10D

Net realized and unrealized gain (loss)

2.35

3.37

(.79)

(2.45)

1.48

Total from investment operations

2.30

3.36

(.82)

(2.45)

1.58

Distributions from net investment income

(.04)

-

-

(.21)

(.01)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.04)

-

-

(.21)

(.20)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.48

$ 14.22

$ 10.86

$ 11.68

$ 14.34

Total ReturnA,B

16.21%

30.94%

(7.02)%

(17.33)%

12.21%

Ratios to Average Net AssetsE

Expenses before expense reductions

2.13%

2.23%

2.25%

2.28%

2.32%

Expenses net of voluntary waivers, if any

2.13%

2.23%

2.25%

2.28%

2.32%

Expenses net of all reductions

2.09%

2.20%

2.22%

2.24%

2.30%

Net investment income (loss)

(.31)%

(.10)%

(.25)%

(.01)%

.65%

Supplemental Data

Net assets, end of period
(in millions)

$ 381

$ 124

$ 54

$ 44

$ 38

Portfolio turnover rate

72%

49%

53%

84%

87%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.74

$ 11.22

$ 11.94

$ 14.60

$ 13.08

Income from Investment Operations

Net investment income (loss)B

.13

.13

.11

.14

.26C

Net realized and unrealized gain (loss)

2.44

3.48

(.83)

(2.48)

1.49

Total from investment operations

2.57

3.61

(.72)

(2.34)

1.75

Distributions from net investment income

(.13)

(.09)

-

(.32)

(.04)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.13)

(.09)

-

(.32)

(.23)

Redemption fees added to paid in capitalB

-E

-

-

-

-

Net asset value, end of period

$ 17.18

$ 14.74

$ 11.22

$ 11.94

$ 14.60

Total ReturnA

17.54%

32.41%

(6.03)%

(16.38)%

13.42%

Ratios to Average Net AssetsD

Expenses before expense reductions

1.03%

1.09%

1.11%

1.17%

1.24%

Expenses net of voluntary waivers, if any

1.03%

1.09%

1.11%

1.17%

1.24%

Expenses net of all reductions

.98%

1.06%

1.07%

1.12%

1.22%

Net investment income (loss)

.80%

1.04%

.89%

1.11%

1.73%

Supplemental Data

Net assets, end of period
(in millions)

$ 1,185

$ 391

$ 88

$ 43

$ 20

Portfolio turnover rate

72%

49%

53%

84%

87%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.13 per share.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Advisor Diversified International Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Security Valuation - continued

securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

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

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), prior period premium and discount on debt securities, market discount, capital loss carry forwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 555,872

Unrealized depreciation

(73,375)

Net unrealized appreciation (depreciation)

482,497

Undistributed ordinary income

20,180

Undistributed long-term capital gain

11,120

Cost for federal income tax purposes

$ 4,187,074

The tax character of distributions paid was as follows:

October 31,
2004

October 31,
2003

Ordinary Income

$ 10,785

$ 1,439

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $4,557,193 and $2,061,478, respectively.

Annual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,912

$ -

Class T

.25%

.25%

5,282

299

Class B

.75%

.25%

1,476

1,107

Class C

.75%

.25%

2,647

1,140

$ 11,317

$ 2,546

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained by
FDC

Class A

$ 930

Class T

185

Class B*

223

Class C*

53

$ 1,391

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

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

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

Amount

% of
Average
Net Assets

Class A

$ 1,596

.21

Class T

2,668

.25

Class B

568

.38

Class C

741

.28

Institutional Class

1,380

.17

$ 6,953

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.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $3,493 for the period.

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 $22 for the period.

5. Committed Line of Credit.

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

Annual Report

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $1,239 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 $4.

8. Other Information.

At the end of the period, one unaffiliated shareholder was the owner of record of 12% of the total outstanding shares of the fund.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended
October 31,
2004

Years ended
October 31,
2003

From net investment income

Class A

$ 2,739

$ 292

Class T

3,117

397

Class B

70

-

Class C

442

-

Institutional Class

4,417

750

Total

$ 10,785

$ 1,439

Annual Report

Notes to Financial Statements - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended
October 31,

Years ended
October 31,

2004

2003

2004

2003

Class A

Shares sold

75,525

16,942

$ 1,219,587

$ 218,725

Reinvestment of distributions

132

24

2,005

271

Shares redeemed

(15,926)

(5,120)

(257,408)

(63,239)

Net increase (decrease)

59,731

11,846

$ 964,184

$ 155,757

Class T

Shares sold

67,315

29,220

$ 1,076,867

$ 358,219

Reinvestment of distributions

183

33

2,756

370

Shares redeemed

(15,917)

(9,624)

(255,724)

(117,763)

Net increase (decrease)

51,581

19,629

$ 823,899

$ 240,826

Class B

Shares sold

6,650

2,720

$ 104,459

$ 32,792

Reinvestment of distributions

4

-

59

-

Shares redeemed

(1,035)

(917)

(16,283)

(10,619)

Net increase (decrease)

5,619

1,803

$ 88,235

$ 22,173

Class C

Shares sold

16,221

5,286

$ 254,211

$ 64,958

Reinvestment of distributions

22

-

327

-

Shares redeemed

(1,843)

(1,527)

(29,087)

(17,673)

Net increase (decrease)

14,400

3,759

$ 225,451

$ 47,285

Institutional Class

Shares sold

56,867

26,478

$ 924,747

$ 351,243

Reinvestment of distributions

120

29

1,832

326

Shares redeemed

(14,589)

(7,794)

(241,874)

(101,229)

Net increase (decrease)

42,398

18,713

$ 684,705

$ 250,340

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Diversified International Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Diversified International Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Diversified International Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Trustee of Fidelity Advisor Series VIII. Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Diversified International. Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

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

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Diversified International. He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Penelope A. Dobkin (50)

Year of Election or Appointment: 2004

Vice President of Advisor Diversified International. Prior to assuming her current responsibilities, Ms. Dobkin managed a variety of Fidelity funds. Ms. Dobkin also serves as Vice President of FMR and FMR Co., Inc.

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Diversified International. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Diversified International. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Diversified International. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Diversified International. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Diversified International. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Diversified International. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Diversified International. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Diversified International. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Diversified International. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Diversified International. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Diversified International. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

Class A, Class T, Class B, and Class C designate 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A, Class T, Class B, and Class C designates 100% of each dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Class A

12/15/03

$.050

$.009

Class T

12/15/03

$.031

$.009

Class B

12/15/03

$.007

$.009

Class C

12/15/03

$.019

$.009

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

1,604,966,171.44

83.744

Against

99,784,661.58

5.207

Abstain

72,874,270.99

3.802

Broker
Non-Votes

138,884,310.55

7.247

TOTAL

1,916,509,414.56

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

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Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

ADIF-UANN-1204
1.784735.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Diversified International

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

21

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

Notes

30

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

38

Trustees and Officers

39

Distributions

51

Proxy Voting Results

52

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fundA

Institutional Class

17.54%

6.76%

10.67%

A From December 17, 1998.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Diversified International Fund - Institutional Class on December 17, 1998, when the fund started. The chart shows how the value of your investment would have grown, and also shows how the Morgan Stanley Capital International SM Europe, Australia, Far East (MSCI® EAFE®) Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Penny Dobkin, who became Portfolio Manager of Fidelity® Advisor Diversified International Fund on October 4, 2004

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

Fidelity Advisor Diversified International Fund's Institutional Class shares were up 17.54% during the one-year period ending October 31, 2004, underperforming the MSCI EAFE index, but generally outdistancing the 16.12% advance of the LipperSM International Funds Average. Emphasizing some of the more aggressive stocks in Japan, such as brokerage firms Nikko Cordial and Nomura Holdings, as well as semiconductor equipment company Tokyo Electron, was a main reason the fund underperformed its index. Having a significantly lower exposure than the MSCI EAFE to strong-performing utilities stocks, such as German electric power provider E.ON, also hurt the fund's relative return. The fund lost some additional ground by holding an average weighting of about 4% of its net assets in cash, which provided a head wind amid a rising equity market. From a geographic perspective, good stock picking in the European market - the largest regional component of the fund and its index - provided a considerable boost to the fund's relative results. Large positions in two strong-performing Switzerland-based health care stocks, namely dental implant provider Nobel Biocare and pharmaceutical firm Novartis, were particularly helpful. Elsewhere, owning a handful of Canadian energy stocks, such as EnCana and Talisman Energy, also worked out well, as they appreciated nicely due to the industry's supportive supply/demand profile.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,043.00

$ 6.78

HypotheticalA

$ 1,000.00

$ 1,018.28

$ 6.72

Class T

Actual

$ 1,000.00

$ 1,041.50

$ 8.26

HypotheticalA

$ 1,000.00

$ 1,016.80

$ 8.20

Class B

Actual

$ 1,000.00

$ 1,038.50

$ 11.58

HypotheticalA

$ 1,000.00

$ 1,013.50

$ 11.50

Class C

Actual

$ 1,000.00

$ 1,039.10

$ 11.02

HypotheticalA

$ 1,000.00

$ 1,014.06

$ 10.94

Institutional Class

Actual

$ 1,000.00

$ 1,044.40

$ 5.29

HypotheticalA

$ 1,000.00

$ 1,019.76

$ 5.24

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.32%

Class T

1.61%

Class B

2.26%

Class C

2.15%

Institutional Class

1.03%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

2.5

2.2

BP PLC sponsored ADR (United Kingdom, Oil & Gas)

2.3

1.1

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

2.0

2.0

Total SA sponsored ADR (France, Oil & Gas)

1.9

1.1

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

1.6

0.7

10.3

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

23.2

22.2

Consumer Discretionary

13.6

13.7

Health Care

12.2

13.6

Energy

8.7

7.8

Information Technology

7.3

9.1

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

United Kingdom

19.1

18.4

Japan

11.9

15.5

France

9.4

7.7

Switzerland

9.2

8.6

Germany

7.1

3.6

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 91.2%

Stocks and Investment Companies 92.2%

Bonds 0.1%

Bonds 0.6%

Short-Term
Investments and
Net Other Assets 8.7%

Short-Term
Investments and
Net Other Assets 7.2%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 90.2%

Shares

Value (Note 1) (000s)

Australia - 2.4%

Australia & New Zealand Banking Group Ltd.

540,951

$ 8,263

Australian Gas Light Co.

491,662

4,823

Brambles Industries Ltd. (d)

2,484,714

13,190

CSL Ltd.

1,838,244

39,640

Macquarie Bank Ltd.

361,852

10,726

News Corp. Ltd. sponsored ADR

573,600

18,034

QBE Insurance Group Ltd.

1,319,903

13,569

TOTAL AUSTRALIA

108,245

Austria - 0.2%

Bank Austria Creditanstalt AG

95,700

7,104

Belgium - 0.1%

Fortis

263,300

6,709

Bermuda - 0.2%

Aquarius Platinum Ltd. (Australia)

693,752

3,698

Clear Media Ltd. (a)

6,342,100

6,111

TOTAL BERMUDA

9,809

Brazil - 0.7%

Banco Bradesco SA sponsored ADR

113,800

6,927

Banco Itau Holding Financeira SA sponsored ADR

76,300

4,616

Embraer - Empresa Brasileira de Aeronautica SA
sponsored ADR

391,000

10,377

Uniao de Bancos Brasileiros SA (Unibanco) GDR

356,400

9,427

TOTAL BRAZIL

31,347

Canada - 4.8%

Aber Diamond Corp. (a)

128,200

4,465

Canadian Imperial Bank of Commerce

79,900

4,848

Canadian Natural Resources Ltd.

252,800

10,645

Canadian Western Bank, Edmonton

46,400

1,815

Celestica, Inc. (sub. vtg.) (a)

242,300

3,520

EnCana Corp.

732,624

36,335

ITF Optical Technologies, Inc. Series A (g)

1,792

2

Jean Coutu Group, Inc.:

Class A (e)

343,400

4,554

Class A (sub. vtg.)

1,050,940

13,937

Loblaw Companies Ltd.

181,500

9,851

National Bank of Canada

254,900

10,210

Novagold Resources, Inc. (a)

49,300

348

OZ Optics Ltd. unit (g)

5,400

80

Common Stocks - continued

Shares

Value (Note 1) (000s)

Canada - continued

Petro-Canada

454,500

$ 24,810

Power Corp. of Canada (sub. vtg.)

758,100

18,251

Precision Drilling Corp. (a)

420,600

26,040

Research in Motion Ltd. (a)

39,392

3,472

Sun Life Financial, Inc.

505,318

15,543

Talisman Energy, Inc.

648,500

17,413

Tembec, Inc. (a)

585,200

3,815

TimberWest Forest Corp. unit

627,800

7,629

TOTAL CANADA

217,583

Cayman Islands - 0.2%

Apex Silver Mines Ltd. (a)(d)

434,100

8,144

China - 0.8%

BYD Co. Ltd. (H Shares)

2,097,000

5,900

China Telecom Corp. Ltd. sponsored ADR

41,000

1,314

Global Bio-Chem Technology Group Co. Ltd.

20,306,000

15,914

Global Bio-Chem Technology Group Co. Ltd. warrants 5/31/07 (a)

2,366,000

164

People's Food Holdings Ltd.

9,699,000

6,766

Sinopec Zhenhai Refining & Chemical Co. Ltd. (H Shares)

8,108,000

7,760

TOTAL CHINA

37,818

Denmark - 1.5%

Danske Bank AS

941,675

26,390

GN Store Nordic AS

118,000

1,199

Novo Nordisk AS Series B

603,693

30,094

TDC AS

243,700

9,043

TOTAL DENMARK

66,726

Estonia - 0.1%

Hansabank SA

289,900

2,931

Finland - 1.0%

Fortum Oyj (d)

601,400

9,235

Nokia Corp. sponsored ADR

2,091,200

32,246

UPM-Kymmene Corp.

335,500

6,655

TOTAL FINLAND

48,136

France - 9.4%

Accor SA

288,100

11,997

Assurances Generales France SA (Bearer)

70,563

4,714

AXA SA sponsored ADR

937,300

20,293

Bacou Dalloz

76,915

5,930

Common Stocks - continued

Shares

Value (Note 1) (000s)

France - continued

BNP Paribas SA

574,746

$ 39,239

CNP Assurances

242,593

16,562

Credit Agricole SA

917,525

26,970

Dassault Aviation SA

8,185

4,395

Eiffage SA

108,770

10,850

Essilor International SA

226,630

15,429

Ipsos SA

38,394

3,601

L'Oreal SA

100,850

6,898

Lagardere S.C.A. (Reg.)

337,082

21,784

Medidep SA (a)

89,703

2,497

Neopost SA

274,629

19,118

NRJ Group

430,520

8,947

Pernod-Ricard

127,803

17,745

Rhodia SA ADR

2,885,300

5,107

Sanofi-Aventis sponsored ADR

1,290,100

47,089

Total SA sponsored ADR

852,900

88,940

Vinci SA

146,153

17,459

Vivendi Universal SA sponsored ADR (a)

1,164,200

31,934

TOTAL FRANCE

427,498

Germany - 5.7%

Adidas-Salomon AG

88,527

12,408

Allianz AG sponsored ADR

4,248,570

45,247

BASF AG sponsored ADR

77,500

4,869

Bilfinger & Berger Bau AG

124,100

4,367

Celesio AG

135,594

9,861

Deutsche Boerse AG

174,234

8,729

Deutsche Telekom AG sponsored ADR (a)

2,564,700

49,422

E.ON AG sponsored ADR

118,400

9,656

Fielmann AG

39,427

2,479

Fresenius Medical Care AG sponsored ADR

482,700

12,430

GFK AG

205,127

6,759

HeidelbergCement AG

184,238

9,096

Hochtief AG

395,200

10,519

Hypo Real Estate Holding AG (a)

461,340

17,310

Infineon Technologies AG (a)

715,100

7,816

K&S AG

271,527

11,348

RWE AG

511,961

27,202

Siemens AG sponsored ADR

150,100

11,218

TOTAL GERMANY

260,736

Common Stocks - continued

Shares

Value (Note 1) (000s)

Greece - 0.5%

Greek Organization of Football Prognostics SA

517,960

$ 10,592

Public Power Corp. of Greece

433,480

10,795

TOTAL GREECE

21,387

Hong Kong - 1.1%

Aeon Credit Service (Asia) Co. Ltd.

1,408,000

895

Hengan International Group Co. Ltd.

4,584,000

2,444

Hutchison Whampoa Ltd.

776,000

5,957

Shun Tak Holdings Ltd.

6,596,000

4,089

Techtronic Industries Co. Ltd.

11,354,500

22,611

Television Broadcasts Ltd.

2,091,000

8,946

Wharf Holdings Ltd.

1,623,000

5,338

TOTAL HONG KONG

50,280

India - 1.8%

Bank of Baroda

1,173,599

3,988

Housing Development Finance Corp. Ltd.

1,144,197

16,163

Infosys Technologies Ltd.

622,624

26,182

Matrix Laboratories Ltd.

1

0

National Thermal Power Corp.

391,800

536

Ranbaxy Laboratories Ltd.

271,869

6,588

Reliance Industries Ltd.

388,429

4,534

Satyam Computer Services Ltd.

1,206,766

9,958

State Bank of India

1,502,350

15,716

TOTAL INDIA

83,665

Ireland - 1.8%

Allied Irish Banks PLC

1,350,098

23,600

C&C Group PLC

2,360,500

7,733

CRH PLC

715,517

17,168

Elan Corp. PLC sponsored ADR (a)(d)

411,300

10,612

IAWS Group PLC (Ireland)

692,500

9,225

Independent News & Media PLC (Ireland)

4,566,173

13,323

TOTAL IRELAND

81,661

Italy - 2.9%

Autostrade Spa

430,316

9,444

Banca Antonveneta Spa (a)

420,900

8,871

Banca Intesa Spa

4,572,854

18,785

Banche Popolari Unite Scarl

710,400

12,673

Banco Popolare di Verona e Novara

269,913

4,801

Bulgari Spa

419,496

4,354

Common Stocks - continued

Shares

Value (Note 1) (000s)

Italy - continued

Davide Campari-Milano Spa

128,000

$ 7,283

ENI Spa sponsored ADR

338,600

38,746

Societa Iniziative Autostradali e Servizi Spa (SIAS)

266,000

3,619

Telecom Italia Spa

3,700,300

12,359

Telecom Italia Spa ADR

415,762

13,886

TOTAL ITALY

134,821

Japan - 11.9%

Advantest Corp.

66,800

4,677

Aisin Seiki Co. Ltd.

201,200

4,515

Asahi Glass Co. Ltd.

1,086,000

9,994

Canon, Inc. ADR

514,300

25,458

Credit Saison Co. Ltd.

258,600

8,283

Daiwa Securities Group, Inc.

2,883,000

17,706

East Japan Railway Co.

2,187

11,510

Fujitsu Ltd.

924,000

5,509

Honda Motor Co. Ltd.

519,300

25,228

Hoya Corp.

223,100

22,935

Ito Yokado Ltd.

128,000

4,596

JAFCO Co. Ltd.

68,600

3,533

Keyence Corp.

50,000

11,282

Millea Holdings, Inc.

1,061

14,035

Mitsubishi Electric Corp.

2,827,000

13,249

Mitsubishi Tokyo Financial Group, Inc. (MTFG)

2,106

17,880

Mitsui Fudosan Co. Ltd.

666,000

7,079

Mizuho Financial Group, Inc.

4,859

18,778

Murata Manufacturing Co. Ltd.

272,800

13,017

Nikko Cordial Corp.

4,677,000

20,947

Nintendo Co. Ltd.

19,100

2,158

Nippon Chemi-con Corp.

85,000

416

Nippon Electric Glass Co. Ltd.

95,000

2,123

Nippon Oil Corp.

1,022,000

6,499

Nitto Denko Corp.

506,000

24,049

Nomura Holdings, Inc.

1,559,000

18,973

NTT Urban Development Co. (a)(f)

97

412

ORIX Corp.

208,000

24,429

Ricoh Co. Ltd.

819,000

15,322

Rohm Co. Ltd.

138,100

14,197

Sanden Corp.

698,000

4,564

Seiyu Ltd. (a)

1,839,000

4,275

SFCG Co. Ltd.

53,180

11,195

Shinko Electric Industries Co.Ltd.

60,500

1,749

Common Stocks - continued

Shares

Value (Note 1) (000s)

Japan - continued

Softbank Corp. (d)

118,800

$ 5,388

Sumitomo Forestry Co. Ltd.

796,000

7,551

Sumitomo Mitsui Financial Group, Inc. (d)

5,717

37,218

Sumitomo Osaka Cement Co. Ltd.

2,965,000

6,528

T&D Holdings, Inc. (a)

320,500

14,172

Tokyo Electron Ltd.

170,100

9,242

Toyota Motor Corp. ADR

431,250

33,461

UFJ Holdings, Inc. (a)

6,323

29,394

Yahoo! Japan Corp. New (a)(d)

1,291

5,623

Yamato Transport Co. Ltd.

241,000

3,254

TOTAL JAPAN

542,403

Korea (South) - 1.6%

Kookmin Bank (a)

1,260

42

Kookmin Bank sponsored ADR (a)

477,010

16,042

LG Electronics, Inc.

443,730

25,050

NCsoft Corp. (a)

20,060

1,917

Samsung Electronics Co. Ltd.

41,320

16,222

Shinhan Financial Group Co. Ltd.

638,284

12,572

TOTAL KOREA (SOUTH)

71,845

Luxembourg - 0.1%

Stolt-Nielsen SA Class B sponsored ADR (a)

252,100

5,307

Mexico - 0.5%

America Movil SA de CV sponsored ADR

265,900

11,700

Fomento Economico Mexicano SA de CV sponsored ADR

269,200

11,872

TOTAL MEXICO

23,572

Netherlands - 3.5%

ASML Holding NV (NY Shares) (a)

1,267,200

18,058

EADS NV

168,528

4,820

Efes Breweries International NV unit (a)(e)

12,700

352

Fugro NV (Certificaten Van Aandelen)

123,200

9,601

ING Groep NV sponsored ADR

1,392,900

37,093

Koninklijke Numico NV (Certificaten Van Aandelen) (a)

687,886

23,257

OPG Groep NV (A Shares)

69,713

3,756

QIAGEN NV (a)(d)

730,518

7,773

Reed Elsevier NV ADR

648,600

17,155

VNU NV

466,753

12,788

Wolters Kluwer NV (Certificaten Van Aandelen)

1,454,929

26,606

TOTAL NETHERLANDS

161,259

Common Stocks - continued

Shares

Value (Note 1) (000s)

Netherlands Antilles - 0.2%

Schlumberger Ltd. (NY Shares)

139,200

$ 8,761

Norway - 0.9%

DnB NOR ASA

2,726,480

23,153

Schibsted AS (B Shares)

223,550

4,887

Storebrand ASA (A Shares)

1,530,700

11,675

TOTAL NORWAY

39,715

Portugal - 0.7%

Brisa Auto-Estradas de Portugal SA

1,626,880

13,345

Electricidade de Portugal SA

3,100,000

9,204

Portugal Telecom SGPS SA sponsored ADR

853,400

9,660

TOTAL PORTUGAL

32,209

Singapore - 0.1%

Flextronics International Ltd. (a)

227,100

2,737

Want Want Holdings Ltd.

4,182,000

4,098

TOTAL SINGAPORE

6,835

Spain - 2.6%

Actividades de Construccion y Servicios SA (ACS)

865,667

16,827

Altadis SA (Spain)

5,000

184

Antena 3 Television SA (a)

114,347

7,368

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

1,300,800

20,488

Compania de Distribucion Integral Logista SA

105,220

4,780

Gestevision Telecinco SA

335,340

6,424

Grupo Ferrovial SA

80,397

3,571

Inditex SA

505,627

12,889

Prosegur Comp Securidad SA (Reg.)

296,600

5,124

Telefonica SA sponsored ADR

782,500

38,992

TOTAL SPAIN

116,647

Sweden - 1.4%

Eniro AB

1,631,500

13,837

Gambro AB (A Shares)

475,500

5,562

Hennes & Mauritz AB (H&M) (B Shares)

303,350

8,854

Skandinaviska Enskilda Banken AB (A Shares)

283,600

4,730

Tele2 AB (B Shares) (d)

289,600

9,640

Telefonaktiebolaget LM Ericsson ADR (a)(d)

715,100

20,674

TOTAL SWEDEN

63,297

Switzerland - 9.2%

ABB Ltd. (Reg.) (a)

1,515,269

8,783

Common Stocks - continued

Shares

Value (Note 1) (000s)

Switzerland - continued

Actelion Ltd. (Reg.) (a)

129,887

$ 14,906

Alcon, Inc.

200,800

14,297

Compagnie Financiere Richemont unit

613,448

17,446

Credit Suisse Group sponsored ADR

737,700

25,281

INFICON Holding AG (a)

53,076

3,468

Nestle SA (Reg.)

177,297

42,067

Nobel Biocare Holding AG (Switzerland)

147,614

24,211

Novartis AG sponsored ADR

1,945,432

93,400

Phonak Holding AG

178,434

5,605

Roche Holding AG (participation certificate)

704,573

72,240

Schindler Holding AG (Reg.)

21,007

7,479

SIG Holding AG

36,801

6,905

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

20,496

13,100

Swiss Life Holding (a)

50,523

6,479

Syngenta AG sponsored ADR

236,500

4,503

The Swatch Group AG (Reg.)

618,379

17,094

UBS AG (NY Shares) (d)

609,247

44,164

TOTAL SWITZERLAND

421,428

Thailand - 0.0%

Thai Oil PCL (a)

513,400

516

United Kingdom - 19.0%

3i Group PLC

1,140,700

12,210

Allied Domecq PLC

1,257,204

11,199

Amdocs Ltd. (a)

570,600

14,351

AstraZeneca PLC sponsored ADR

837,400

34,501

BAE Systems PLC

2,404,780

10,529

BOC Group PLC

932,737

15,032

BP PLC sponsored ADR

1,761,800

102,625

British Airways PLC (a)

1,500,000

5,998

Cadbury Schweppes PLC sponsored ADR

276,700

9,269

Capita Group PLC

4,283,313

27,687

Carnival PLC ADR

358,000

18,988

Daily Mail & General Trust PLC Class A

990,267

13,184

Enterprise Inns PLC

1,632,268

18,567

FKI PLC

955,435

2,098

Group 4 Securicor PLC (a)

2,975,530

6,507

Hilton Group PLC

3,895,737

18,452

HSBC Holdings PLC sponsored ADR (d)

893,700

72,417

Inchcape PLC

59,548

1,617

Intertek Group PLC

737,516

9,324

Common Stocks - continued

Shares

Value (Note 1) (000s)

United Kingdom - continued

Invensys PLC (a)

21,501,700

$ 6,026

ITV PLC

5,802,928

11,410

Kesa Electricals PLC

1,234,912

6,173

National Grid Transco PLC

2,346,430

20,417

Next PLC

535,699

16,440

Northern Rock PLC

520,600

7,094

Provident Financial PLC

811,393

8,715

Prudential PLC

151,182

1,113

Rank Group PLC

2,067,027

10,864

Reckitt Benckiser PLC

1,254,338

34,437

Reuters Group PLC sponsored ADR

178,300

7,292

Rio Tinto PLC (Reg.)

601,639

15,989

Royal Bank of Scotland Group PLC

1,296,088

38,227

SABMiller PLC

919,309

13,270

Serco Group PLC

2,735,225

10,958

Signet Group PLC

4,100,300

8,006

SMG PLC

1,471,257

3,042

Smith & Nephew PLC

3,635,537

31,440

Standard Chartered PLC

936,851

16,760

Taylor Nelson Sofres PLC

1,407,080

5,973

Tesco PLC

8,709,442

45,934

Trinity Mirror PLC

860,095

10,195

Vodafone Group PLC sponsored ADR

4,438,600

114,471

Xstrata PLC

403,810

6,270

Yell Group PLC

2,119,870

14,258

TOTAL UNITED KINGDOM

869,329

United States of America - 3.3%

AFLAC, Inc.

279,000

10,011

Covance, Inc. (a)

168,300

6,685

Fox Entertainment Group, Inc. Class A (a)

118,000

3,500

Freeport-McMoRan Copper & Gold, Inc. Class B

449,300

16,274

Mettler-Toledo International, Inc. (a)

212,500

10,179

NTL, Inc. (a)

234,242

15,579

Orthofix International NV (a)

110,100

3,909

Phelps Dodge Corp.

149,800

13,113

Shaw Group, Inc. (a)

324,500

3,956

Stillwater Mining Co. (a)

386,700

4,780

Synthes, Inc.

316,528

33,832

Common Stocks - continued

Shares

Value (Note 1) (000s)

United States of America - continued

Telewest Global, Inc. (a)

1,403,773

$ 17,266

Transocean, Inc. (a)

323,800

11,414

TOTAL UNITED STATES OF AMERICA

150,498

TOTAL COMMON STOCKS

(Cost $3,619,952)

4,118,221

Preferred Stocks - 1.0%

Convertible Preferred Stocks - 0.0%

Canada - 0.0%

Metrophotonics, Inc. Series 2 (g)

8,500

37

Nonconvertible Preferred Stocks - 1.0%

Germany - 0.5%

Fresenius Medical Care AG

440,700

24,121

Italy - 0.5%

Banca Intesa Spa (Risp)

698,800

2,362

Telecom Italia Spa (Risp)

8,297,400

20,737

TOTAL ITALY

23,099

TOTAL NONCONVERTIBLE PREFERRED STOCKS

47,220

TOTAL PREFERRED STOCKS

(Cost $44,289)

47,257

Nonconvertible Bonds - 0.1%

Principal Amount (000s)

United Kingdom - 0.1%

British Energy PLC 6.077% 3/25/06
(Cost $1,554)

GBP

529

2,318

Government Obligations - 0.9%

Germany - 0.9%

German Federal Republic 2.0028% to 2.0333% 11/17/04
(Cost $41,176)

EUR

33,400

42,695

Money Market Funds - 10.1%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 1.79% (b)(c)
(Cost $459,080)

459,080,144

$ 459,080

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $4,166,051)

4,669,571

NET OTHER ASSETS - (2.3)%

(103,903)

NET ASSETS - 100%

$ 4,565,668

Currency Abbreviations

EUR

-

European Monetary Unit

GBP

-

British pound

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $4,906,000 or 0.1% of net assets.

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

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $119,000 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

ITF Optical Technologies, Inc. Series A

10/11/00

$ 90

Metrophotonics, Inc. Series 2

9/29/00

$ 85

OZ Optics Ltd. unit

8/18/00

$ 80

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $89,208) (cost $4,166,051) - See accompanying schedule

$ 4,669,571

Foreign currency held at value (cost $13,155)

13,293

Receivable for investments sold
Regular delivery

50,929

Delayed delivery

693

Receivable for fund shares sold

29,784

Dividends receivable

4,438

Interest receivable

579

Other affiliated receivables

8

Other receivables

528

Total assets

4,769,823

Liabilities

Payable for investments purchased
Regular delivery

$ 95,743

Delayed delivery

412

Payable for fund shares redeemed

8,195

Accrued management fee

2,680

Distribution fees payable

1,332

Other affiliated payables

899

Other payables and accrued expenses

2,128

Collateral on securities loaned, at value

92,766

Total liabilities

204,155

Net Assets

$ 4,565,668

Net Assets consist of:

Paid in capital

$ 4,051,870

Undistributed net investment income

8,576

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

2,277

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

502,945

Net Assets

$ 4,565,668

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($1,293,687 ÷ 76,220 shares)

$ 16.97

Maximum offering price per share (100/94.25 of $16.97)

$ 18.01

Class T:
Net Asset Value
and redemption price per share ($1,510,180 ÷ 89,772 shares)

$ 16.82

Maximum offering price per share (100/96.50 of $16.82)

$ 17.43

Class B:
Net Asset Value
and offering price per share
($196,080 ÷ 11,913 shares) A

$ 16.46

Class C:
Net Asset Value
and offering price per share
($381,027 ÷ 23,122 shares) A

$ 16.48

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,184,694 ÷ 68,949 shares)

$ 17.18

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

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

Annual Report

Statement of Operations

Amounts in thousands

Year ended October 31, 2004

Investment Income

Dividends

$ 56,136

Interest

2,973

Security lending

1,602

60,711

Less foreign taxes withheld

(5,991)

Total income

54,720

Expenses

Management fee

$ 22,171

Transfer agent fees

6,953

Distribution fees

11,317

Accounting and security lending fees

1,395

Non-interested trustees' compensation

15

Custodian fees and expenses

1,323

Registration fees

704

Audit

61

Legal

10

Miscellaneous

682

Total expenses before reductions

44,631

Expense reductions

(1,243)

43,388

Net investment income (loss)

11,332

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities (net of foreign taxes of $299)

69,412

Foreign currency transactions

(143)

Total net realized gain (loss)

69,269

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,138)

311,138

Assets and liabilities in foreign currencies

216

Total change in net unrealized appreciation (depreciation)

311,354

Net gain (loss)

380,623

Net increase (decrease) in net assets resulting from operations

$ 391,955

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 11,332

$ 3,569

Net realized gain (loss)

69,269

14,823

Change in net unrealized appreciation (depreciation)

311,354

218,068

Net increase (decrease) in net assets resulting
from operations

391,955

236,460

Distributions to shareholders from net investment income

(10,785)

(1,439)

Share transactions - net increase (decrease)

2,786,474

716,381

Redemption fees

95

-

Total increase (decrease) in net assets

3,167,739

951,402

Net Assets

Beginning of period

1,397,929

446,527

End of period (including undistributed net investment income of $8,576 and undistributed net investment income of $6,506, respectively)

$ 4,565,668

$ 1,397,929

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.60

$ 11.12

$ 11.87

$ 14.54

$ 13.05

Income from Investment Operations

Net investment income (loss)C

.08

.09

.07

.10

.22D

Net realized and unrealized gain (loss)

2.41

3.45

(.82)

(2.48)

1.49

Total from investment operations

2.49

3.54

(.75)

(2.38)

1.71

Distributions from net investment income

(.12)

(.06)

-

(.29)

(.03)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.12)

(.06)

-

(.29)

(.22)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.97

$ 14.60

$ 11.12

$ 11.87

$ 14.54

Total ReturnA,B

17.15%

31.99%

(6.32)%

(16.69)%

13.13%

Ratios to Average Net AssetsE

Expenses before expense reductions

1.31%

1.42%

1.46%

1.50%

1.52%

Expenses net of voluntary waivers,
if any

1.31%

1.42%

1.46%

1.50%

1.52%

Expenses net of all reductions

1.27%

1.39%

1.43%

1.46%

1.50%

Net investment income (loss)

.51%

.71%

.54%

.77%

1.44%

Supplemental Data

Net assets, end of period
(in millions)

$ 1,294

$ 241

$ 52

$ 38

$ 27

Portfolio turnover rate

72%

49%

53%

84%

87%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.47

$ 11.01

$ 11.80

$ 14.46

$ 13.02

Income from Investment Operations

Net investment income (loss)C

.03

.05

.02

.06

.17D

Net realized and unrealized gain (loss)

2.39

3.43

(.81)

(2.46)

1.49

Total from investment operations

2.42

3.48

(.79)

(2.40)

1.66

Distributions from net investment income

(.07)

(.02)

-

(.26)

(.03)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.07)

(.02)

-

(.26)

(.22)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.82

$ 14.47

$ 11.01

$ 11.80

$ 14.46

Total ReturnA,B

16.78%

31.66%

(6.69)%

(16.90)%

12.78%

Ratios to Average Net AssetsE

Expenses before expense reductions

1.61%

1.75%

1.79%

1.81%

1.82%

Expenses net of voluntary waivers, if any

1.61%

1.75%

1.79%

1.81%

1.82%

Expenses net of all reductions

1.57%

1.72%

1.76%

1.76%

1.80%

Net investment income (loss)

.21%

.38%

.21%

.47%

1.15%

Supplemental Data

Net assets, end of period
(in millions)

$ 1,510

$ 552

$ 204

$ 153

$ 139

Portfolio turnover rate

72%

49%

53%

84%

87%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.19

$ 10.84

$ 11.68

$ 14.33

$ 12.96

Income from Investment Operations

Net investment income (loss)C

(.07)

(.02)

(.04)

(.01)

.09D

Net realized and unrealized gain (loss)

2.35

3.37

(.80)

(2.44)

1.49

Total from investment operations

2.28

3.35

(.84)

(2.45)

1.58

Distributions from net investment income

(.01)

-

-

(.20)

(.02)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.01)

-

-

(.20)

(.21)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.46

$ 14.19

$ 10.84

$ 11.68

$ 14.33

Total ReturnA,B

16.08%

30.90%

(7.19)%

(17.33)%

12.21%

Ratios to Average Net AssetsE

Expenses before expense reductions

2.24%

2.32%

2.32%

2.35%

2.36%

Expenses net of voluntary waivers, if any

2.24%

2.32%

2.32%

2.35%

2.36%

Expenses net of all reductions

2.20%

2.29%

2.29%

2.30%

2.34%

Net investment income (loss)

(.42)%

(.19)%

(.32)%

(.07)%

.60%

Supplemental Data

Net assets, end of period
(in millions)

$ 196

$ 89

$ 49

$ 42

$ 44

Portfolio turnover rate

72%

49%

53%

84%

87%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.22

$ 10.86

$ 11.68

$ 14.34

$ 12.96

Income from Investment Operations

Net investment income (loss)C

(.05)

(.01)

(.03)

-F

.10D

Net realized and unrealized gain (loss)

2.35

3.37

(.79)

(2.45)

1.48

Total from investment operations

2.30

3.36

(.82)

(2.45)

1.58

Distributions from net investment income

(.04)

-

-

(.21)

(.01)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.04)

-

-

(.21)

(.20)

Redemption fees added to paid in capitalC

-F

-

-

-

-

Net asset value, end of period

$ 16.48

$ 14.22

$ 10.86

$ 11.68

$ 14.34

Total ReturnA,B

16.21%

30.94%

(7.02)%

(17.33)%

12.21%

Ratios to Average Net AssetsE

Expenses before expense reductions

2.13%

2.23%

2.25%

2.28%

2.32%

Expenses net of voluntary waivers, if any

2.13%

2.23%

2.25%

2.28%

2.32%

Expenses net of all reductions

2.09%

2.20%

2.22%

2.24%

2.30%

Net investment income (loss)

(.31)%

(.10)%

(.25)%

(.01)%

.65%

Supplemental Data

Net assets, end of period
(in millions)

$ 381

$ 124

$ 54

$ 44

$ 38

Portfolio turnover rate

72%

49%

53%

84%

87%

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

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

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.13 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.74

$ 11.22

$ 11.94

$ 14.60

$ 13.08

Income from Investment Operations

Net investment income (loss)B

.13

.13

.11

.14

.26C

Net realized and unrealized gain (loss)

2.44

3.48

(.83)

(2.48)

1.49

Total from investment operations

2.57

3.61

(.72)

(2.34)

1.75

Distributions from net investment income

(.13)

(.09)

-

(.32)

(.04)

Distributions from net realized gain

-

-

-

-

(.17)

Distributions in excess of net realized gain

-

-

-

-

(.02)

Total distributions

(.13)

(.09)

-

(.32)

(.23)

Redemption fees added to paid in capitalB

-E

-

-

-

-

Net asset value, end of period

$ 17.18

$ 14.74

$ 11.22

$ 11.94

$ 14.60

Total ReturnA

17.54%

32.41%

(6.03)%

(16.38)%

13.42%

Ratios to Average Net AssetsD

Expenses before expense reductions

1.03%

1.09%

1.11%

1.17%

1.24%

Expenses net of voluntary waivers, if any

1.03%

1.09%

1.11%

1.17%

1.24%

Expenses net of all reductions

.98%

1.06%

1.07%

1.12%

1.22%

Net investment income (loss)

.80%

1.04%

.89%

1.11%

1.73%

Supplemental Data

Net assets, end of period
(in millions)

$ 1,185

$ 391

$ 88

$ 43

$ 20

Portfolio turnover rate

72%

49%

53%

84%

87%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.13 per share.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Advisor Diversified International Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Security Valuation - continued

securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. 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 is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

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

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), prior period premium and discount on debt securities, market discount, capital loss carry forwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 555,872

Unrealized depreciation

(73,375)

Net unrealized appreciation (depreciation)

482,497

Undistributed ordinary income

20,180

Undistributed long-term capital gain

11,120

Cost for federal income tax purposes

$ 4,187,074

The tax character of distributions paid was as follows:

October 31,
2004

October 31,
2003

Ordinary Income

$ 10,785

$ 1,439

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Delayed Delivery Transactions and When-Issued Securities. The fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the fund's Schedule of Investments. The fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract, or if the issuer does not issue the securities due to political, economic, or other factors.

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

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $4,557,193 and $2,061,478, respectively.

Annual Report

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,912

$ -

Class T

.25%

.25%

5,282

299

Class B

.75%

.25%

1,476

1,107

Class C

.75%

.25%

2,647

1,140

$ 11,317

$ 2,546

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained by
FDC

Class A

$ 930

Class T

185

Class B*

223

Class C*

53

$ 1,391

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

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

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

Amount

% of
Average
Net Assets

Class A

$ 1,596

.21

Class T

2,668

.25

Class B

568

.38

Class C

741

.28

Institutional Class

1,380

.17

$ 6,953

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.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $3,493 for the period.

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 $22 for the period.

5. Committed Line of Credit.

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

Annual Report

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $1,239 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 $4.

8. Other Information.

At the end of the period, one unaffiliated shareholder was the owner of record of 12% of the total outstanding shares of the fund.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended
October 31,
2004

Years ended
October 31,
2003

From net investment income

Class A

$ 2,739

$ 292

Class T

3,117

397

Class B

70

-

Class C

442

-

Institutional Class

4,417

750

Total

$ 10,785

$ 1,439

Annual Report

Notes to Financial Statements - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended
October 31,

Years ended
October 31,

2004

2003

2004

2003

Class A

Shares sold

75,525

16,942

$ 1,219,587

$ 218,725

Reinvestment of distributions

132

24

2,005

271

Shares redeemed

(15,926)

(5,120)

(257,408)

(63,239)

Net increase (decrease)

59,731

11,846

$ 964,184

$ 155,757

Class T

Shares sold

67,315

29,220

$ 1,076,867

$ 358,219

Reinvestment of distributions

183

33

2,756

370

Shares redeemed

(15,917)

(9,624)

(255,724)

(117,763)

Net increase (decrease)

51,581

19,629

$ 823,899

$ 240,826

Class B

Shares sold

6,650

2,720

$ 104,459

$ 32,792

Reinvestment of distributions

4

-

59

-

Shares redeemed

(1,035)

(917)

(16,283)

(10,619)

Net increase (decrease)

5,619

1,803

$ 88,235

$ 22,173

Class C

Shares sold

16,221

5,286

$ 254,211

$ 64,958

Reinvestment of distributions

22

-

327

-

Shares redeemed

(1,843)

(1,527)

(29,087)

(17,673)

Net increase (decrease)

14,400

3,759

$ 225,451

$ 47,285

Institutional Class

Shares sold

56,867

26,478

$ 924,747

$ 351,243

Reinvestment of distributions

120

29

1,832

326

Shares redeemed

(14,589)

(7,794)

(241,874)

(101,229)

Net increase (decrease)

42,398

18,713

$ 684,705

$ 250,340

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Diversified International Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Diversified International Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Diversified International Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Trustee of Fidelity Advisor Series VIII. Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Diversified International. Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

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

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Diversified International. He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Penelope A. Dobkin (50)

Year of Election or Appointment: 2004

Vice President of Advisor Diversified International. Prior to assuming her current responsibilities, Ms. Dobkin managed a variety of Fidelity funds. Ms. Dobkin also serves as Vice President of FMR and FMR Co., Inc.

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Diversified International. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Diversified International. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Diversified International. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Diversified International. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Diversified International. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Diversified International. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Diversified International. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Diversified International. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Diversified International. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Diversified International. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Diversified International. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

Institutional Class designates 100% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Institutional Class designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Institutional Class

12/15/03

$.054

$.009

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

1,604,966,171.44

83.744

Against

99,784,661.58

5.207

Abstain

72,874,270.99

3.802

Broker
Non-Votes

138,884,310.55

7.247

TOTAL

1,916,509,414.56

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

ADIFI-UANN-1204
1.784736.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Europe Capital Appreciation

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

16

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

Notes

25

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

32

Trustees and Officers

33

Distributions

45

Proxy Voting Results

46

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED (circle7) MAY LOSE VALUE (circle7) NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fund A

Class A (incl. 5.75% sales charge)

7.32%

0.50%

1.36%

Class T (incl. 3.50% sales charge)

9.57%

0.75%

1.54%

Class B (incl. contingent deferred sales charge) B

7.97%

0.55%

1.45%

Class C (incl. contingent deferred sales charge) C

11.96%

0.94%

1.62%

A From December 17, 1998.

B Class B shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 5%, 2%, and 1%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Europe Capital Appreciation Fund - Class T on December 17, 1998, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Ian Hart, Portfolio Manager of Fidelity® Advisor Europe Capital Appreciation Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12-month period that ended on October 31, 2004, the fund's Class A, Class T, Class B and Class C shares returned 13.87%, 13.54%, 12.97% and 12.96%, respectively, compared with returns of 22.09% for the Morgan Stanley Capital International (MSCI) Europe Index and 21.59% for the LipperSM European Region Funds Average. The fund lagged the benchmark mainly as a result of poor stock selection in the diversified financials industry and underweightings in both the energy and utilities sectors, where stock prices appreciated significantly during the period. Deutsche Boerse, the German stock exchange, and DAB Bank, the German online broker, both experienced slowdowns in their businesses and their stock prices declined. One of the fund's largest positions during the period, Deutsche Boerse was the single biggest relative and absolute detractor from performance. Business Objects, a French software company that the fund no longer holds, also disappointed by delivering lackluster earnings. The fund was helped by TANDBERG Television, the Norwegian maker of infrastructure for the cable and satellite TV industries, and Turkcell, the Turkish mobile phone operator.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004 to
October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,038.60

$ 8.97

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class T

Actual

$ 1,000.00

$ 1,036.00

$ 10.24

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class B

Actual

$ 1,000.00

$ 1,033.90

$ 12.78

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Class C

Actual

$ 1,000.00

$ 1,033.90

$ 12.78

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Institutional Class

Actual

$ 1,000.00

$ 1,039.20

$ 7.69

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.75%

Class T

2.00%

Class B

2.50%

Class C

2.50%

Institutional Class

1.50%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Total SA sponsored ADR (France, Oil & Gas)

4.8

0.0

BP PLC (United Kingdom, Oil & Gas)

4.5

1.0

Turkcell Iletisim Hizmet AS sponsored ADR (Turkey, Wireless Telecommunication Services)

2.9

0.8

TANDBERG Television ASA (Norway, Communications Equipment)

2.9

2.2

Royal Dutch Petroleum Co. (Hague Registry) (Netherlands, Oil & Gas)

2.7

1.2

17.8

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

17.6

3.5

Financials

17.2

13.7

Telecommunication Services

14.7

17.7

Consumer Discretionary

13.1

22.5

Health Care

9.5

13.7

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

United Kingdom

29.4

31.0

France

11.9

9.5

Germany

9.2

13.6

Netherlands

6.6

6.9

Italy

6.2

4.1

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 92.7%

Stocks 91.5%

Bonds 0.0%

Bonds 1.0%

Short-Term
Investments and
Net Other Assets 7.3%

Short-Term
Investments and
Net Other Assets 7.5%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 91.4%

Shares

Value (Note 1)

Belgium - 1.9%

Belgacom SA

5,000

$ 184,277

Fortis

8,700

221,666

TOTAL BELGIUM

405,943

Canada - 1.3%

Cognos, Inc. (a)

3,700

146,894

Eldorado Gold Corp. (a)

36,600

117,207

TOTAL CANADA

264,101

Denmark - 2.5%

Coloplast AS Series B

1,350

134,361

Novo Nordisk AS Series B

3,100

154,533

TDC AS

6,300

233,775

TOTAL DENMARK

522,669

Finland - 1.2%

F-Secure Oyj (a)

49,200

105,775

Fortum Oyj

9,800

150,493

TOTAL FINLAND

256,268

France - 11.9%

BNP Paribas SA

3,400

232,125

France Telecom SA

3,696

106,260

NRJ Group

9,600

199,510

Pernod-Ricard

2,825

392,244

Renault SA

1,600

134,317

Rhodia SA (a)

47,600

85,888

Sanofi-Aventis

2,000

146,000

Total SA sponsored ADR

9,700

1,011,514

Vivendi Universal SA (a)

6,900

189,267

TOTAL FRANCE

2,497,125

Germany - 7.9%

Adidas-Salomon AG

1,200

168,199

BASF AG

4,400

276,452

DAB Bank AG (a)

20,200

123,821

Deutsche Boerse AG

4,955

248,247

Deutsche Telekom AG (Reg.) (a)

10,400

200,408

Fresenius Medical Care AG

2,600

199,633

RWE AG

5,500

292,232

Siemens AG (Reg.)

1,900

142,006

TOTAL GERMANY

1,650,998

Common Stocks - continued

Shares

Value (Note 1)

Greece - 2.5%

Alpha Bank AE

7,900

$ 227,062

Greek Organization of Football Prognostics SA

7,560

154,599

Hellenic Petroleum SA

15,310

146,942

TOTAL GREECE

528,603

Ireland - 0.2%

C&C Group PLC

15,500

50,779

Israel - 0.5%

Emblaze Ltd. (a)

37,400

96,219

Italy - 6.2%

Banca Intesa Spa

38,505

158,172

Bulgari Spa

24,400

253,232

Capitalia Spa

34,700

133,661

ENI Spa

16,300

373,042

Mediaset Spa

10,800

123,558

Mediobanca Spa

4,500

62,545

Telecom Italia Mobile Spa (TIM)

33,900

200,511

TOTAL ITALY

1,304,721

Luxembourg - 1.6%

Millicom International Cellular SA unit (a)

17,000

344,820

Netherlands - 6.6%

ABN-AMRO Holding NV

9,800

235,788

Completel Europe NV (a)

4,382

144,397

Hagemeyer NV (a)

69,200

126,634

ING Groep NV (Certificaten Van Aandelen)

7,730

205,850

Royal Dutch Petroleum Co. (Hague Registry)

10,300

558,672

Wolters Kluwer NV (Certificaten Van Aandelen)

5,700

104,235

TOTAL NETHERLANDS

1,375,576

Norway - 2.9%

TANDBERG Television ASA (a)

84,400

613,196

Poland - 0.7%

Bank Zachodni WBK SA

700

17,669

Polski Koncern Naftowy Orlen SA

11,500

124,258

TOTAL POLAND

141,927

Portugal - 0.9%

Portugal Telecom SGPS SA sponsored ADR

9,500

107,540

PT Multimedia SGPS SA

3,100

72,518

TOTAL PORTUGAL

180,058

Common Stocks - continued

Shares

Value (Note 1)

Russia - 0.5%

Surgutneftegaz JSC sponsored ADR

2,700

$ 107,730

South Africa - 0.8%

MTN Group Ltd.

17,400

95,045

Steinhoff International Holdings Ltd.

42,800

74,911

TOTAL SOUTH AFRICA

169,956

Spain - 1.3%

Banco Bilbao Vizcaya Argentaria SA

17,200

270,900

Sweden - 1.7%

Modern Times Group AB (MTG) (B Shares) (a)

3,000

66,787

Nordea Bank AB

9,000

77,919

Skandia Foersaekrings AB

26,300

98,141

Telefonaktiebolaget LM Ericsson (B Shares) (a)

41,700

120,555

TOTAL SWEDEN

363,402

Switzerland - 3.4%

Credit Suisse Group (Reg.)

2,127

72,892

Phonak Holding AG

5,819

182,788

Roche Holding AG (participation certificate)

2,573

263,809

Syngenta AG (Switzerland)

878

83,990

UBS AG (NY Shares)

1,500

108,735

TOTAL SWITZERLAND

712,214

Turkey - 3.8%

Turkcell Iletisim Hizmet AS sponsored ADR

40,176

614,693

Turkiye Garanti Bankasi AS

68,536,119

182,812

TOTAL TURKEY

797,505

United Kingdom - 29.4%

Amlin PLC

99,900

267,111

Axis Shield PLC (a)

19,200

70,919

BAE Systems PLC

93,000

407,173

BHP Billiton PLC

17,300

175,965

BP PLC

6,400

62,133

BP PLC sponsored ADR

15,100

879,575

BT Group PLC

58,400

201,305

Chaucer Holdings PLC

80,400

65,009

Corin Group PLC

21,100

132,802

Dixons Group PLC

62,600

197,576

Easynet Group PLC (a)

41,800

50,697

GlaxoSmithKline PLC sponsored ADR

10,000

424,000

HSBC Holdings PLC sponsored ADR

5,200

421,356

Common Stocks - continued

Shares

Value (Note 1)

United Kingdom - continued

Imperial Chemical Industries PLC

37,100

$ 143,021

Invensys PLC (a)

408,200

114,395

ITV PLC

67,475

132,675

Maiden Group PLC

9,000

37,626

NDS Group PLC sponsored ADR (a)

6,000

157,020

Next PLC

6,500

199,477

Reuters Group PLC

16,800

114,460

Royal Bank of Scotland Group PLC

7,400

218,258

Scottish Power PLC

28,000

226,270

Shell Transport & Trading Co. PLC:

ADR

7,600

359,176

(Reg.)

6,800

53,561

Shire Pharmaceuticals Group PLC

11,400

107,920

Ted Baker PLC

28,000

253,926

Vodafone Group PLC

204,700

527,921

William Hill PLC

12,400

111,428

Wyevale Garden Centres PLC

9,100

59,282

TOTAL UNITED KINGDOM

6,172,037

United States of America - 1.7%

Archer-Daniels-Midland Co.

6,400

123,968

Microsoft Corp.

3,900

109,161

Telewest Global, Inc. (a)

9,239

113,640

TOTAL UNITED STATES OF AMERICA

346,769

TOTAL COMMON STOCKS

(Cost $16,960,220)

19,173,516

Preferred Stocks - 1.3%

Convertible Preferred Stocks - 0.0%

United Kingdom - 0.0%

ITV PLC (a)

10,532

6,677

Nonconvertible Preferred Stocks - 1.3%

Germany - 1.3%

Fresenius AG

1,300

110,297

Preferred Stocks - continued

Shares

Value (Note 1)

Nonconvertible Preferred Stocks - continued

Germany - continued

Fresenius Medical Care AG

1,500

$ 82,099

Porsche AG (non-vtg.)

130

83,007

TOTAL GERMANY

275,403

TOTAL PREFERRED STOCKS

(Cost $223,385)

282,080

Money Market Funds - 8.7%

Fidelity Cash Central Fund, 1.79% (b)
(Cost $1,821,043)

1,821,043

1,821,043

TOTAL INVESTMENT PORTFOLIO - 101.4%

(Cost $19,004,648)

21,276,639

NET OTHER ASSETS - (1.4)%

(289,919)

NET ASSETS - 100%

$ 20,986,720

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $3,923,000 all of which will expire on October 31, 2010.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (cost $19,004,648) - See accompanying schedule

$ 21,276,639

Receivable for investments sold

59,157

Receivable for fund shares sold

26,682

Dividends receivable

25,918

Interest receivable

1,325

Receivable from investment adviser for expense reductions

25,645

Other receivables

8,589

Total assets

21,423,955

Liabilities

Payable for investments purchased

$ 227,824

Payable for fund shares redeemed

52,182

Accrued management fee

12,424

Distribution fees payable

11,726

Other affiliated payables

11,110

Other payables and accrued expenses

121,969

Total liabilities

437,235

Net Assets

$ 20,986,720

Net Assets consist of:

Paid in capital

$ 22,663,984

Accumulated net investment loss

(2,363)

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

(3,949,997)

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

2,275,096

Net Assets

$ 20,986,720

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($2,904,538 ÷ 257,119 shares)

$ 11.30

Maximum offering price per share (100/94.25 of $11.30)

$ 11.99

Class T:
Net Asset Value
and redemption price per share ($8,102,431 ÷ 722,524 shares)

$ 11.21

Maximum offering price per share (100/96.50 of $11.21)

$ 11.62

Class B:
Net Asset Value
and offering price per share ($6,288,001 ÷ 573,077 shares) A

$ 10.97

Class C:
Net Asset Value
and offering price per share ($3,234,287 ÷ 294,436 shares) A

$ 10.98

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($457,463 ÷ 40,133 shares)

$ 11.40

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 402,277

Interest

25,787

428,064

Less foreign taxes withheld

(47,096)

Total income

380,968

Expenses

Management fee

$ 158,241

Transfer agent fees

107,806

Distribution fees

146,647

Accounting fees and expenses

37,508

Non-interested trustees' compensation

111

Custodian fees and expenses

56,131

Registration fees

61,271

Audit

41,411

Legal

2,082

Reports to shareholders

81,000

Miscellaneous

250

Total expenses before reductions

692,458

Expense reductions

(234,280)

458,178

Net investment income (loss)

(77,210)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

3,219,277

Foreign currency transactions

785

Total net realized gain (loss)

3,220,062

Change in net unrealized appreciation (depreciation) on:

Investment securities

(580,850)

Assets and liabilities in foreign currencies

(2,055)

Total change in net unrealized appreciation (depreciation)

(582,905)

Net gain (loss)

2,637,157

Net increase (decrease) in net assets resulting from operations

$ 2,559,947

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (77,210)

$ 11,835

Net realized gain (loss)

3,220,062

1,078,830

Change in net unrealized appreciation (depreciation)

(582,905)

3,062,161

Net increase (decrease) in net assets resulting
from operations

2,559,947

4,152,826

Distributions to shareholders from net investment income

(86,506)

(44,256)

Share transactions - net increase (decrease)

(1,503,949)

(2,514,690)

Redemption fees

50

-

Total increase (decrease) in net assets

969,542

1,593,880

Net Assets

Beginning of period

20,017,178

18,423,298

End of period (including accumulated net investment loss of $2,363 and undistributed net investment income of $39,615, respectively)

$ 20,986,720

$ 20,017,178

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.00

$ 8.03

$ 9.00

$ 11.13

$ 10.56

Income from Investment Operations

Net investment income (loss) C

.01

.04

.05

.01

(.02)

Net realized and unrealized gain (loss)

1.37

1.98

(1.02)

(2.14)

.62

Total from investment operations

1.38

2.02

(.97)

(2.13)

.60

Distributions from net investment income

(.08)

(.05)

-

-

(.03)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 11.30

$ 10.00

$ 8.03

$ 9.00

$ 11.13

Total Return A, B

13.87%

25.30%

(10.78)%

(19.14)%

5.67%

Ratios to Average Net Assets D

Expenses before expense reductions

2.74%

3.07%

2.57%

2.16%

1.97%

Expenses net of voluntary waivers, if any

1.75%

1.75%

1.96%

2.00%

1.97%

Expenses net of all reductions

1.68%

1.69%

1.91%

1.95%

1.93%

Net investment income (loss)

.07%

.49%

.48%

.14%

(.14)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,905

$ 3,346

$ 2,071

$ 2,577

$ 3,501

Portfolio turnover rate

123%

199%

137%

85%

151%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 9.93

$ 7.98

$ 8.95

$ 11.09

$ 10.54

Income from Investment Operations

Net investment income (loss) C

(.02)

.02

.02

(.01)

(.05)

Net realized and unrealized gain (loss)

1.36

1.96

(.99)

(2.13)

.62

Total from investment operations

1.34

1.98

(.97)

(2.14)

.57

Distributions from net investment income

(.06)

(.03)

-

-

(.02)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 11.21

$ 9.93

$ 7.98

$ 8.95

$ 11.09

Total Return A, B

13.54%

24.90%

(10.84)%

(19.30)%

5.40%

Ratios to Average Net Assets D

Expenses before expense reductions

3.03%

3.34%

2.80%

2.40%

2.24%

Expenses net of voluntary waivers, if any

2.00%

2.00%

2.20%

2.25%

2.24%

Expenses net of all reductions

1.93%

1.94%

2.16%

2.19%

2.20%

Net investment income (loss)

(.18)%

.24%

.24%

(.10)%

(.41)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,102

$ 7,628

$ 7,079

$ 9,749

$ 15,505

Portfolio turnover rate

123%

199%

137%

85%

151%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 9.72

$ 7.82

$ 8.82

$ 10.99

$ 10.48

Income from Investment Operations

Net investment income (loss) C

(.07)

(.02)

(.02)

(.06)

(.11)

Net realized and unrealized gain (loss)

1.33

1.92

(.98)

(2.11)

.62

Total from investment operations

1.26

1.90

(1.00)

(2.17)

.51

Distributions from net investment income

(.01)

-

-

-

-

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 10.97

$ 9.72

$ 7.82

$ 8.82

$ 10.99

Total Return A, B

12.97%

24.30%

(11.34)%

(19.75)%

4.87%

Ratios to Average Net Assets D

Expenses before expense reductions

3.54%

3.87%

3.33%

2.95%

2.81%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.70%

2.75%

2.75%

Expenses net of all reductions

2.43%

2.44%

2.65%

2.70%

2.71%

Net investment income (loss)

(.68)%

(.26)%

(.26)%

(.61)%

(.91)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 6,288

$ 5,596

$ 5,717

$ 6,507

$ 8,132

Portfolio turnover rate

123%

199%

137%

85%

151%

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

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

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 9.73

$ 7.83

$ 8.84

$ 11.01

$ 10.49

Income from Investment Operations

Net investment income (loss) C

(.07)

(.02)

(.02)

(.06)

(.10)

Net realized and unrealized gain (loss)

1.33

1.92

(.99)

(2.11)

.62

Total from investment operations

1.26

1.90

(1.01)

(2.17)

.52

Distributions from net investment income

(.01)

-

-

-

-

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 10.98

$ 9.73

$ 7.83

$ 8.84

$ 11.01

Total Return A, B

12.96%

24.27%

(11.43)%

(19.71)%

4.96%

Ratios to Average Net Assets D

Expenses before expense reductions

3.41%

3.74%

3.22%

2.80%

2.67%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.71%

2.75%

2.67%

Expenses net of all reductions

2.43%

2.44%

2.66%

2.70%

2.63%

Net investment income (loss)

(.68)%

(.26)%

(.27)%

(.61)%

(.84)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,234

$ 3,076

$ 2,876

$ 4,393

$ 7,117

Portfolio turnover rate

123%

199%

137%

85%

151%

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

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

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.07

$ 8.10

$ 9.05

$ 11.16

$ 10.58

Income from Investment Operations

Net investment income (loss) B

.04

.06

.07

.04

.02

Net realized and unrealized gain (loss)

1.37

1.98

(1.02)

(2.15)

.61

Total from investment operations

1.41

2.04

(.95)

(2.11)

.63

Distributions from net investment income

(.08)

(.07)

-

-

(.05)

Redemption fees added to paid in capital B

- D

-

-

-

-

Net asset value, end of period

$ 11.40

$ 10.07

$ 8.10

$ 9.05

$ 11.16

Total Return A

14.07%

25.39%

(10.50)%

(18.91)%

5.94%

Ratios to Average Net Assets C

Expenses before expense reductions

2.29%

2.56%

2.07%

1.75%

1.70%

Expenses net of voluntary waivers, if any

1.50%

1.50%

1.71%

1.75%

1.70%

Expenses net of all reductions

1.43%

1.44%

1.66%

1.69%

1.66%

Net investment income (loss)

.32%

.73%

.74%

.40%

.14%

Supplemental Data

Net assets, end of period (000 omitted)

$ 457

$ 371

$ 681

$ 820

$ 1,193

Portfolio turnover rate

123%

199%

137%

85%

151%

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

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

D Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Europe Capital Appreciation Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Security Valuation - continued

readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

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

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

Unrealized appreciation

$ 2,516,610

Unrealized depreciation

(270,888)

Net unrealized appreciation (depreciation)

2,245,722

Capital loss carryforward

(3,922,989)

Cost for federal income tax purposes

$ 19,030,917

The tax character of distributions paid was as follows:

October 31, 2004

October 31, 2003

Ordinary Income

$ 86,506

$ 44,256

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $25,071,386 and $27,606,585, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .73% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 8,612

$ 18

Class T

.25%

.25%

41,246

-

Class B

.75%

.25%

62,597

46,947

Class C

.75%

.25%

34,192

4,960

$ 146,647

$ 51,925

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

Retained
by FDC

Class A

$ 4,832

Class T

2,236

Class B*

12,439

Class C*

940

$ 20,447

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

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

Amount

% of
Average
Net Assets

Class A

$ 16,512

.48

Class T

43,265

.52

Class B

32,999

.53

Class C

13,827

.40

Institutional Class

1,203

.28

$ 107,806

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $15,702 for the period.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $71 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

1.75%

$ 34,017

Class T

2.00%

85,250

Class B

2.50%

64,871

Class C

2.50%

31,238

Institutional Class

1.50%

3,410

$ 218,786

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 $15,494 for the period.

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Class A

$ 28,050

$ 12,873

Class T

46,077

26,438

Class B

5,801

-

Class C

3,213

-

Institutional Class

3,365

4,945

Total

$ 86,506

$ 44,256

Annual Report

8. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

337,527

316,316

$ 3,769,229

$ 2,713,286

Reinvestment of distributions

2,412

1,448

25,135

11,764

Shares redeemed

(417,543)

(240,897)

(4,586,475)

(2,051,864)

Net increase (decrease)

(77,604)

76,867

$ (792,111)

$ 673,186

Class T

Shares sold

135,665

153,987

$ 1,489,738

$ 1,293,026

Reinvestment of distributions

4,315

3,125

44,751

25,256

Shares redeemed

(185,482)

(276,339)

(2,011,588)

(2,311,651)

Net increase (decrease)

(45,502)

(119,227)

$ (477,099)

$ (993,369)

Class B

Shares sold

121,537

116,409

$ 1,299,582

$ 971,513

Reinvestment of distributions

522

-

5,324

-

Shares redeemed

(124,715)

(271,990)

(1,346,950)

(2,226,193)

Net increase (decrease)

(2,656)

(155,581)

$ (42,044)

$ (1,254,680)

Class C

Shares sold

74,022

51,238

$ 796,896

$ 440,459

Reinvestment of distributions

244

-

2,495

-

Shares redeemed

(95,858)

(102,640)

(1,022,292)

(855,030)

Net increase (decrease)

(21,592)

(51,402)

$ (222,901)

$ (414,571)

Institutional Class

Shares sold

37,290

319,492

$ 413,160

$ 2,847,002

Reinvestment of distributions

287

320

3,019

2,614

Shares redeemed

(34,275)

(367,066)

(385,973)

(3,374,872)

Net increase (decrease)

3,302

(47,254)

$ 30,206

$ (525,256)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and Shareholders of Fidelity Advisor Europe Capital Appreciation Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Europe Capital Appreciation Fund (the Fund), a fund of Fidelity Advisor Series VIII, including the portfolio of investments, as of October 31, 2004, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2004, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Europe Capital Appreciation Fund as of October 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Europe Capital Appreciation (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Europe Capital Appreciation. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Ian Hart (37)

Year of Election or Appointment: 2001

Vice President of Advisor Europe Capital Appreciation. Mr. Hart is also Vice President of another fund advised by FMR. Prior to assuming his current responsibilities, Mr. Hart managed a variety of Fidelity funds.

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Europe Capital Appreciation. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Europe Capital Appreciation. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Europe Capital Appreciation. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Europe Capital Appreciation. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Europe Capital Appreciation. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Europe Capital Appreciation. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

Deputy Treasurer of Advisor Europe Capital Appreciation. Ms. Monasterio also serves as Deputy Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Class A

12/15/03

$.048

$.023

Class T

12/15/03

$.039

$.023

Class B

12/15/03

$.016

$.023

Class C

12/15/03

$.016

$.023

Class A, Class T, Class B, and Class C designate 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

9,341,137.24

71.050

Against

1,231,315.59

9.366

Abstain

805,876.23

6.129

Broker
Non-Votes

1,768,915.27

13.455

TOTAL

13,147,244.33

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AEUR-UANN-1204
1.784739.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Europe Capital Appreciation

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

15

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

Notes

24

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

31

Trustees and Officers

32

Distributions

44

Proxy Voting Results

45

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED (circle7) MAY LOSE VALUE (circle7) NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fundA

Institutional Class

14.07%

1.92%

2.61%

A From December 17, 1998.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Europe Capital Appreciation Fund - Institutional Class on December 17, 1998, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe Index performed over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Ian Hart, Portfolio Manager of Fidelity® Advisor Europe Capital Appreciation Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12-month period that ended on October 31, 2004, the fund's Institutional Class shares returned 14.07%, compared with returns of 22.09% for the Morgan Stanley Capital International (MSCI) Europe Index and 21.59% for the LipperSM European Region Funds Average. The fund lagged the benchmark mainly as a result of poor stock selection in the diversified financials industry and underweightings in both the energy and utilities sectors, where stock prices appreciated significantly during the period. Deutsche Boerse, the German stock exchange, and DAB Bank, the German online broker, both experienced slowdowns in their businesses and their stock prices declined. One of the fund's largest positions during the period, Deutsche Boerse was the single biggest relative and absolute detractor from performance. Business Objects, a French software company that the fund no longer holds, also disappointed by delivering lackluster earnings. The fund was helped by TANDBERG Television, the Norwegian maker of infrastructure for the cable and satellite TV industries, and Turkcell, the Turkish mobile phone operator.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004 to
October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,038.60

$ 8.97

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class T

Actual

$ 1,000.00

$ 1,036.00

$ 10.24

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class B

Actual

$ 1,000.00

$ 1,033.90

$ 12.78

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Class C

Actual

$ 1,000.00

$ 1,033.90

$ 12.78

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Institutional Class

Actual

$ 1,000.00

$ 1,039.20

$ 7.69

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.75%

Class T

2.00%

Class B

2.50%

Class C

2.50%

Institutional Class

1.50%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Total SA sponsored ADR (France, Oil & Gas)

4.8

0.0

BP PLC (United Kingdom, Oil & Gas)

4.5

1.0

Turkcell Iletisim Hizmet AS sponsored ADR (Turkey, Wireless Telecommunication Services)

2.9

0.8

TANDBERG Television ASA (Norway, Communications Equipment)

2.9

2.2

Royal Dutch Petroleum Co. (Hague Registry) (Netherlands, Oil & Gas)

2.7

1.2

17.8

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

17.6

3.5

Financials

17.2

13.7

Telecommunication Services

14.7

17.7

Consumer Discretionary

13.1

22.5

Health Care

9.5

13.7

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

United Kingdom

29.4

31.0

France

11.9

9.5

Germany

9.2

13.6

Netherlands

6.6

6.9

Italy

6.2

4.1

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 92.7%

Stocks 91.5%

Bonds 0.0%

Bonds 1.0%

Short-Term
Investments and
Net Other Assets 7.3%

Short-Term
Investments and
Net Other Assets 7.5%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 91.4%

Shares

Value (Note 1)

Belgium - 1.9%

Belgacom SA

5,000

$ 184,277

Fortis

8,700

221,666

TOTAL BELGIUM

405,943

Canada - 1.3%

Cognos, Inc. (a)

3,700

146,894

Eldorado Gold Corp. (a)

36,600

117,207

TOTAL CANADA

264,101

Denmark - 2.5%

Coloplast AS Series B

1,350

134,361

Novo Nordisk AS Series B

3,100

154,533

TDC AS

6,300

233,775

TOTAL DENMARK

522,669

Finland - 1.2%

F-Secure Oyj (a)

49,200

105,775

Fortum Oyj

9,800

150,493

TOTAL FINLAND

256,268

France - 11.9%

BNP Paribas SA

3,400

232,125

France Telecom SA

3,696

106,260

NRJ Group

9,600

199,510

Pernod-Ricard

2,825

392,244

Renault SA

1,600

134,317

Rhodia SA (a)

47,600

85,888

Sanofi-Aventis

2,000

146,000

Total SA sponsored ADR

9,700

1,011,514

Vivendi Universal SA (a)

6,900

189,267

TOTAL FRANCE

2,497,125

Germany - 7.9%

Adidas-Salomon AG

1,200

168,199

BASF AG

4,400

276,452

DAB Bank AG (a)

20,200

123,821

Deutsche Boerse AG

4,955

248,247

Deutsche Telekom AG (Reg.) (a)

10,400

200,408

Fresenius Medical Care AG

2,600

199,633

RWE AG

5,500

292,232

Siemens AG (Reg.)

1,900

142,006

TOTAL GERMANY

1,650,998

Common Stocks - continued

Shares

Value (Note 1)

Greece - 2.5%

Alpha Bank AE

7,900

$ 227,062

Greek Organization of Football Prognostics SA

7,560

154,599

Hellenic Petroleum SA

15,310

146,942

TOTAL GREECE

528,603

Ireland - 0.2%

C&C Group PLC

15,500

50,779

Israel - 0.5%

Emblaze Ltd. (a)

37,400

96,219

Italy - 6.2%

Banca Intesa Spa

38,505

158,172

Bulgari Spa

24,400

253,232

Capitalia Spa

34,700

133,661

ENI Spa

16,300

373,042

Mediaset Spa

10,800

123,558

Mediobanca Spa

4,500

62,545

Telecom Italia Mobile Spa (TIM)

33,900

200,511

TOTAL ITALY

1,304,721

Luxembourg - 1.6%

Millicom International Cellular SA unit (a)

17,000

344,820

Netherlands - 6.6%

ABN-AMRO Holding NV

9,800

235,788

Completel Europe NV (a)

4,382

144,397

Hagemeyer NV (a)

69,200

126,634

ING Groep NV (Certificaten Van Aandelen)

7,730

205,850

Royal Dutch Petroleum Co. (Hague Registry)

10,300

558,672

Wolters Kluwer NV (Certificaten Van Aandelen)

5,700

104,235

TOTAL NETHERLANDS

1,375,576

Norway - 2.9%

TANDBERG Television ASA (a)

84,400

613,196

Poland - 0.7%

Bank Zachodni WBK SA

700

17,669

Polski Koncern Naftowy Orlen SA

11,500

124,258

TOTAL POLAND

141,927

Portugal - 0.9%

Portugal Telecom SGPS SA sponsored ADR

9,500

107,540

PT Multimedia SGPS SA

3,100

72,518

TOTAL PORTUGAL

180,058

Common Stocks - continued

Shares

Value (Note 1)

Russia - 0.5%

Surgutneftegaz JSC sponsored ADR

2,700

$ 107,730

South Africa - 0.8%

MTN Group Ltd.

17,400

95,045

Steinhoff International Holdings Ltd.

42,800

74,911

TOTAL SOUTH AFRICA

169,956

Spain - 1.3%

Banco Bilbao Vizcaya Argentaria SA

17,200

270,900

Sweden - 1.7%

Modern Times Group AB (MTG) (B Shares) (a)

3,000

66,787

Nordea Bank AB

9,000

77,919

Skandia Foersaekrings AB

26,300

98,141

Telefonaktiebolaget LM Ericsson (B Shares) (a)

41,700

120,555

TOTAL SWEDEN

363,402

Switzerland - 3.4%

Credit Suisse Group (Reg.)

2,127

72,892

Phonak Holding AG

5,819

182,788

Roche Holding AG (participation certificate)

2,573

263,809

Syngenta AG (Switzerland)

878

83,990

UBS AG (NY Shares)

1,500

108,735

TOTAL SWITZERLAND

712,214

Turkey - 3.8%

Turkcell Iletisim Hizmet AS sponsored ADR

40,176

614,693

Turkiye Garanti Bankasi AS

68,536,119

182,812

TOTAL TURKEY

797,505

United Kingdom - 29.4%

Amlin PLC

99,900

267,111

Axis Shield PLC (a)

19,200

70,919

BAE Systems PLC

93,000

407,173

BHP Billiton PLC

17,300

175,965

BP PLC

6,400

62,133

BP PLC sponsored ADR

15,100

879,575

BT Group PLC

58,400

201,305

Chaucer Holdings PLC

80,400

65,009

Corin Group PLC

21,100

132,802

Dixons Group PLC

62,600

197,576

Easynet Group PLC (a)

41,800

50,697

GlaxoSmithKline PLC sponsored ADR

10,000

424,000

HSBC Holdings PLC sponsored ADR

5,200

421,356

Common Stocks - continued

Shares

Value (Note 1)

United Kingdom - continued

Imperial Chemical Industries PLC

37,100

$ 143,021

Invensys PLC (a)

408,200

114,395

ITV PLC

67,475

132,675

Maiden Group PLC

9,000

37,626

NDS Group PLC sponsored ADR (a)

6,000

157,020

Next PLC

6,500

199,477

Reuters Group PLC

16,800

114,460

Royal Bank of Scotland Group PLC

7,400

218,258

Scottish Power PLC

28,000

226,270

Shell Transport & Trading Co. PLC:

ADR

7,600

359,176

(Reg.)

6,800

53,561

Shire Pharmaceuticals Group PLC

11,400

107,920

Ted Baker PLC

28,000

253,926

Vodafone Group PLC

204,700

527,921

William Hill PLC

12,400

111,428

Wyevale Garden Centres PLC

9,100

59,282

TOTAL UNITED KINGDOM

6,172,037

United States of America - 1.7%

Archer-Daniels-Midland Co.

6,400

123,968

Microsoft Corp.

3,900

109,161

Telewest Global, Inc. (a)

9,239

113,640

TOTAL UNITED STATES OF AMERICA

346,769

TOTAL COMMON STOCKS

(Cost $16,960,220)

19,173,516

Preferred Stocks - 1.3%

Convertible Preferred Stocks - 0.0%

United Kingdom - 0.0%

ITV PLC (a)

10,532

6,677

Nonconvertible Preferred Stocks - 1.3%

Germany - 1.3%

Fresenius AG

1,300

110,297

Preferred Stocks - continued

Shares

Value (Note 1)

Nonconvertible Preferred Stocks - continued

Germany - continued

Fresenius Medical Care AG

1,500

$ 82,099

Porsche AG (non-vtg.)

130

83,007

TOTAL GERMANY

275,403

TOTAL PREFERRED STOCKS

(Cost $223,385)

282,080

Money Market Funds - 8.7%

Fidelity Cash Central Fund, 1.79% (b)
(Cost $1,821,043)

1,821,043

1,821,043

TOTAL INVESTMENT PORTFOLIO - 101.4%

(Cost $19,004,648)

21,276,639

NET OTHER ASSETS - (1.4)%

(289,919)

NET ASSETS - 100%

$ 20,986,720

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $3,923,000 all of which will expire on October 31, 2010.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (cost $19,004,648) - See accompanying schedule

$ 21,276,639

Receivable for investments sold

59,157

Receivable for fund shares sold

26,682

Dividends receivable

25,918

Interest receivable

1,325

Receivable from investment adviser for expense reductions

25,645

Other receivables

8,589

Total assets

21,423,955

Liabilities

Payable for investments purchased

$ 227,824

Payable for fund shares redeemed

52,182

Accrued management fee

12,424

Distribution fees payable

11,726

Other affiliated payables

11,110

Other payables and accrued expenses

121,969

Total liabilities

437,235

Net Assets

$ 20,986,720

Net Assets consist of:

Paid in capital

$ 22,663,984

Accumulated net investment loss

(2,363)

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

(3,949,997)

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

2,275,096

Net Assets

$ 20,986,720

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($2,904,538 ÷ 257,119 shares)

$ 11.30

Maximum offering price per share (100/94.25 of $11.30)

$ 11.99

Class T:
Net Asset Value
and redemption price per share ($8,102,431 ÷ 722,524 shares)

$ 11.21

Maximum offering price per share (100/96.50 of $11.21)

$ 11.62

Class B:
Net Asset Value
and offering price per share ($6,288,001 ÷ 573,077 shares) A

$ 10.97

Class C:
Net Asset Value
and offering price per share ($3,234,287 ÷ 294,436 shares) A

$ 10.98

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($457,463 ÷ 40,133 shares)

$ 11.40

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 402,277

Interest

25,787

428,064

Less foreign taxes withheld

(47,096)

Total income

380,968

Expenses

Management fee

$ 158,241

Transfer agent fees

107,806

Distribution fees

146,647

Accounting fees and expenses

37,508

Non-interested trustees' compensation

111

Custodian fees and expenses

56,131

Registration fees

61,271

Audit

41,411

Legal

2,082

Reports to shareholders

81,000

Miscellaneous

250

Total expenses before reductions

692,458

Expense reductions

(234,280)

458,178

Net investment income (loss)

(77,210)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

3,219,277

Foreign currency transactions

785

Total net realized gain (loss)

3,220,062

Change in net unrealized appreciation (depreciation) on:

Investment securities

(580,850)

Assets and liabilities in foreign currencies

(2,055)

Total change in net unrealized appreciation (depreciation)

(582,905)

Net gain (loss)

2,637,157

Net increase (decrease) in net assets resulting from operations

$ 2,559,947

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (77,210)

$ 11,835

Net realized gain (loss)

3,220,062

1,078,830

Change in net unrealized appreciation (depreciation)

(582,905)

3,062,161

Net increase (decrease) in net assets resulting
from operations

2,559,947

4,152,826

Distributions to shareholders from net investment income

(86,506)

(44,256)

Share transactions - net increase (decrease)

(1,503,949)

(2,514,690)

Redemption fees

50

-

Total increase (decrease) in net assets

969,542

1,593,880

Net Assets

Beginning of period

20,017,178

18,423,298

End of period (including accumulated net investment loss of $2,363 and undistributed net investment income of $39,615, respectively)

$ 20,986,720

$ 20,017,178

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.00

$ 8.03

$ 9.00

$ 11.13

$ 10.56

Income from Investment Operations

Net investment income (loss) C

.01

.04

.05

.01

(.02)

Net realized and unrealized gain (loss)

1.37

1.98

(1.02)

(2.14)

.62

Total from investment operations

1.38

2.02

(.97)

(2.13)

.60

Distributions from net investment income

(.08)

(.05)

-

-

(.03)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 11.30

$ 10.00

$ 8.03

$ 9.00

$ 11.13

Total Return A, B

13.87%

25.30%

(10.78)%

(19.14)%

5.67%

Ratios to Average Net Assets D

Expenses before expense reductions

2.74%

3.07%

2.57%

2.16%

1.97%

Expenses net of voluntary waivers, if any

1.75%

1.75%

1.96%

2.00%

1.97%

Expenses net of all reductions

1.68%

1.69%

1.91%

1.95%

1.93%

Net investment income (loss)

.07%

.49%

.48%

.14%

(.14)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,905

$ 3,346

$ 2,071

$ 2,577

$ 3,501

Portfolio turnover rate

123%

199%

137%

85%

151%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 9.93

$ 7.98

$ 8.95

$ 11.09

$ 10.54

Income from Investment Operations

Net investment income (loss) C

(.02)

.02

.02

(.01)

(.05)

Net realized and unrealized gain (loss)

1.36

1.96

(.99)

(2.13)

.62

Total from investment operations

1.34

1.98

(.97)

(2.14)

.57

Distributions from net investment income

(.06)

(.03)

-

-

(.02)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 11.21

$ 9.93

$ 7.98

$ 8.95

$ 11.09

Total Return A, B

13.54%

24.90%

(10.84)%

(19.30)%

5.40%

Ratios to Average Net Assets D

Expenses before expense reductions

3.03%

3.34%

2.80%

2.40%

2.24%

Expenses net of voluntary waivers, if any

2.00%

2.00%

2.20%

2.25%

2.24%

Expenses net of all reductions

1.93%

1.94%

2.16%

2.19%

2.20%

Net investment income (loss)

(.18)%

.24%

.24%

(.10)%

(.41)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 8,102

$ 7,628

$ 7,079

$ 9,749

$ 15,505

Portfolio turnover rate

123%

199%

137%

85%

151%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 9.72

$ 7.82

$ 8.82

$ 10.99

$ 10.48

Income from Investment Operations

Net investment income (loss) C

(.07)

(.02)

(.02)

(.06)

(.11)

Net realized and unrealized gain (loss)

1.33

1.92

(.98)

(2.11)

.62

Total from investment operations

1.26

1.90

(1.00)

(2.17)

.51

Distributions from net investment income

(.01)

-

-

-

-

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 10.97

$ 9.72

$ 7.82

$ 8.82

$ 10.99

Total Return A, B

12.97%

24.30%

(11.34)%

(19.75)%

4.87%

Ratios to Average Net Assets D

Expenses before expense reductions

3.54%

3.87%

3.33%

2.95%

2.81%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.70%

2.75%

2.75%

Expenses net of all reductions

2.43%

2.44%

2.65%

2.70%

2.71%

Net investment income (loss)

(.68)%

(.26)%

(.26)%

(.61)%

(.91)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 6,288

$ 5,596

$ 5,717

$ 6,507

$ 8,132

Portfolio turnover rate

123%

199%

137%

85%

151%

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

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

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 9.73

$ 7.83

$ 8.84

$ 11.01

$ 10.49

Income from Investment Operations

Net investment income (loss) C

(.07)

(.02)

(.02)

(.06)

(.10)

Net realized and unrealized gain (loss)

1.33

1.92

(.99)

(2.11)

.62

Total from investment operations

1.26

1.90

(1.01)

(2.17)

.52

Distributions from net investment income

(.01)

-

-

-

-

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 10.98

$ 9.73

$ 7.83

$ 8.84

$ 11.01

Total Return A, B

12.96%

24.27%

(11.43)%

(19.71)%

4.96%

Ratios to Average Net Assets D

Expenses before expense reductions

3.41%

3.74%

3.22%

2.80%

2.67%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.71%

2.75%

2.67%

Expenses net of all reductions

2.43%

2.44%

2.66%

2.70%

2.63%

Net investment income (loss)

(.68)%

(.26)%

(.27)%

(.61)%

(.84)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,234

$ 3,076

$ 2,876

$ 4,393

$ 7,117

Portfolio turnover rate

123%

199%

137%

85%

151%

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

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

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 10.07

$ 8.10

$ 9.05

$ 11.16

$ 10.58

Income from Investment Operations

Net investment income (loss) B

.04

.06

.07

.04

.02

Net realized and unrealized gain (loss)

1.37

1.98

(1.02)

(2.15)

.61

Total from investment operations

1.41

2.04

(.95)

(2.11)

.63

Distributions from net investment income

(.08)

(.07)

-

-

(.05)

Redemption fees added to paid in capital B

- D

-

-

-

-

Net asset value, end of period

$ 11.40

$ 10.07

$ 8.10

$ 9.05

$ 11.16

Total Return A

14.07%

25.39%

(10.50)%

(18.91)%

5.94%

Ratios to Average Net Assets C

Expenses before expense reductions

2.29%

2.56%

2.07%

1.75%

1.70%

Expenses net of voluntary waivers, if any

1.50%

1.50%

1.71%

1.75%

1.70%

Expenses net of all reductions

1.43%

1.44%

1.66%

1.69%

1.66%

Net investment income (loss)

.32%

.73%

.74%

.40%

.14%

Supplemental Data

Net assets, end of period (000 omitted)

$ 457

$ 371

$ 681

$ 820

$ 1,193

Portfolio turnover rate

123%

199%

137%

85%

151%

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

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

D Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Europe Capital Appreciation Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Security Valuation - continued

readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

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

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

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

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

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

Unrealized appreciation

$ 2,516,610

Unrealized depreciation

(270,888)

Net unrealized appreciation (depreciation)

2,245,722

Capital loss carryforward

(3,922,989)

Cost for federal income tax purposes

$ 19,030,917

The tax character of distributions paid was as follows:

October 31, 2004

October 31, 2003

Ordinary Income

$ 86,506

$ 44,256

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $25,071,386 and $27,606,585, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .73% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 8,612

$ 18

Class T

.25%

.25%

41,246

-

Class B

.75%

.25%

62,597

46,947

Class C

.75%

.25%

34,192

4,960

$ 146,647

$ 51,925

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

Retained
by FDC

Class A

$ 4,832

Class T

2,236

Class B*

12,439

Class C*

940

$ 20,447

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

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

Amount

% of
Average
Net Assets

Class A

$ 16,512

.48

Class T

43,265

.52

Class B

32,999

.53

Class C

13,827

.40

Institutional Class

1,203

.28

$ 107,806

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the fund's accounting records. The fee is based on the level of average net assets for the month.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $15,702 for the period.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $71 for the period.

5. Committed Line of Credit.

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

6. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

1.75%

$ 34,017

Class T

2.00%

85,250

Class B

2.50%

64,871

Class C

2.50%

31,238

Institutional Class

1.50%

3,410

$ 218,786

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 $15,494 for the period.

7. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Class A

$ 28,050

$ 12,873

Class T

46,077

26,438

Class B

5,801

-

Class C

3,213

-

Institutional Class

3,365

4,945

Total

$ 86,506

$ 44,256

Annual Report

8. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

337,527

316,316

$ 3,769,229

$ 2,713,286

Reinvestment of distributions

2,412

1,448

25,135

11,764

Shares redeemed

(417,543)

(240,897)

(4,586,475)

(2,051,864)

Net increase (decrease)

(77,604)

76,867

$ (792,111)

$ 673,186

Class T

Shares sold

135,665

153,987

$ 1,489,738

$ 1,293,026

Reinvestment of distributions

4,315

3,125

44,751

25,256

Shares redeemed

(185,482)

(276,339)

(2,011,588)

(2,311,651)

Net increase (decrease)

(45,502)

(119,227)

$ (477,099)

$ (993,369)

Class B

Shares sold

121,537

116,409

$ 1,299,582

$ 971,513

Reinvestment of distributions

522

-

5,324

-

Shares redeemed

(124,715)

(271,990)

(1,346,950)

(2,226,193)

Net increase (decrease)

(2,656)

(155,581)

$ (42,044)

$ (1,254,680)

Class C

Shares sold

74,022

51,238

$ 796,896

$ 440,459

Reinvestment of distributions

244

-

2,495

-

Shares redeemed

(95,858)

(102,640)

(1,022,292)

(855,030)

Net increase (decrease)

(21,592)

(51,402)

$ (222,901)

$ (414,571)

Institutional Class

Shares sold

37,290

319,492

$ 413,160

$ 2,847,002

Reinvestment of distributions

287

320

3,019

2,614

Shares redeemed

(34,275)

(367,066)

(385,973)

(3,374,872)

Net increase (decrease)

3,302

(47,254)

$ 30,206

$ (525,256)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and Shareholders of Fidelity Advisor Europe Capital Appreciation Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor Europe Capital Appreciation Fund (the Fund), a fund of Fidelity Advisor Series VIII, including the portfolio of investments, as of October 31, 2004, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2004, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor Europe Capital Appreciation Fund as of October 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Europe Capital Appreciation (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Europe Capital Appreciation. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Ian Hart (37)

Year of Election or Appointment: 2001

Vice President of Advisor Europe Capital Appreciation. Mr. Hart is also Vice President of another fund advised by FMR. Prior to assuming his current responsibilities, Mr. Hart managed a variety of Fidelity funds.

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Europe Capital Appreciation. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Europe Capital Appreciation. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Europe Capital Appreciation. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Europe Capital Appreciation. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Europe Capital Appreciation. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Europe Capital Appreciation. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

Deputy Treasurer of Advisor Europe Capital Appreciation. Ms. Monasterio also serves as Deputy Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Europe Capital Appreciation. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Institutional Class

12/15/03

$.048

$.023

Institutional Class designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

9,341,137.24

71.050

Against

1,231,315.59

9.366

Abstain

805,876.23

6.129

Broker
Non-Votes

1,768,915.27

13.455

TOTAL

13,147,244.33

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AEURI-UANN-1204
1.784740.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Japan

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

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

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

Investments

11

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

Financial Statements

18

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

Notes

27

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

34

Trustees and Officers

35

Proxy Voting Results

47

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

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

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

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

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Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fund
A

Class A (incl. 5.75% sales charge)

1.13%

-7.15%

4.75%

Class T (incl. 3.50% sales charge)

3.36%

-7.01%

4.86%

Class B (incl. contingent deferred sales charge) B

1.54%

-7.15%

4.84%

Class C (incl. contingent deferred sales charge) C

5.60%

-6.74%

5.05%

A From December 17, 1998.

B Class B shares' contingent deferred sales charges included in the past one year, past five years, and life of fund total return figures are 5%, 2% and 1%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year, past five years, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Japan Fund - Class T on December 17, 1998, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have grown, and also shows how the Tokyo Stock Exchange Stock Price (TOPIX) Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Dale Nicholls, Portfolio Manager of Fidelity® Advisor Japan Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to relatively weak demand in key end markets such as personal computers and wireless handsets.

For the 12 months ending October 31, 2004, the fund's Class A, Class T, Class B and Class C shares returned 7.30%, 7.11%, 6.54% and 6.60%, respectively, trailing the 8.84% return of the Tokyo Stock Exchange Stock Price Index (TOPIX). However, the fund performed about in line with the 6.54% return of the LipperSM Japanese Funds Average. Unfavorable stock picking in materials and in the automobiles and components segment detracted from performance versus the index, as did a significant overweighting in technology hardware and equipment. Semiconductor maker UMC Japan topped the list of detractors compared with the index and was second-largest in absolute terms. Also holding back performance was NOK, a maker of flexible printed circuit boards of the kind used in wireless handsets. Conversely, favorable stock picking in commercial services and supplies helped performance compared with the index, along with stock selection in diversified financials. Riso Kyoiku, an operator of educational "cram schools," was the top contributor relative to the index and also performed well in absolute terms. Another contributor was SFCG, which provides short-term financing for small- and mid-sized businesses and continued to steadily expand its loan portfolio.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 927.40

$ 8.48

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class T

Actual

$ 1,000.00

$ 926.00

$ 9.68

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class B

Actual

$ 1,000.00

$ 923.60

$ 12.09

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Class C

Actual

$ 1,000.00

$ 924.00

$ 11.70

HypotheticalA

$ 1,000.00

$ 1,012.68

$ 12.32

Institutional Class

Actual

$ 1,000.00

$ 929.00

$ 6.40

HypotheticalA

$ 1,000.00

$ 1,018.28

$ 6.72

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.75%

Class T

2.00%

Class B

2.50%

Class C

2.42%

Institutional Class

1.32%

Annual Report

Investment Changes

Top Ten Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Toyota Motor Corp.

3.9

3.0

Hikari Tsushin, Inc.

2.6

0.0

Nippon Electric Glass Co. Ltd.

2.5

2.5

SFCG Co. Ltd.

2.2

2.1

Mars Engineering Corp.

1.9

0.0

Konica Minolta Holdings, Inc.

1.7

2.1

Honda Motor Co. Ltd.

1.7

0.0

H.I.S. Co. Ltd.

1.7

1.7

East Japan Railway Co.

1.7

1.3

Sumitomo Mitsui Financial Group, Inc.

1.6

2.3

21.5

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

31.3

20.7

Information Technology

19.6

19.0

Financials

17.7

22.3

Industrials

13.9

15.1

Materials

8.7

9.1

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 97.8%

Stocks 96.3%

Short-Term
Investments and
Net Other Assets 2.2%

Short-Term
Investments and
Net Other Assets 3.7%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 97.8%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 31.3%

Auto Components - 7.9%

Aisin Seiki Co. Ltd.

48,500

$ 1,088,369

Bridgestone Corp.

46,000

834,507

Musashi Seimitsu Industry Co. Ltd.

13,500

293,381

Musashi Seimitsu Industry Co. Ltd. New (a)

13,500

293,381

NOK Corp.

33,700

1,025,313

Sanden Corp.

129,000

843,464

Stanley Electric Co. Ltd.

57,900

894,473

Sumitomo Rubber Industries Ltd.

63,000

537,525

5,810,413

Automobiles - 5.6%

Honda Motor Co. Ltd.

25,700

1,248,506

Toyota Motor Corp.

73,900

2,866,951

4,115,457

Distributors - 0.9%

Crymson Co. Ltd.

146

344,876

Doshisha Co. Ltd.

8,600

286,030

630,906

Hotels, Restaurants & Leisure - 2.5%

H.I.S. Co. Ltd.

63,700

1,230,845

H.I.S. Co. Ltd. New (a)

31,850

601,880

1,832,725

Household Durables - 2.1%

Arnest One Corp.

14,500

394,576

D&M Holdings, Inc. (a)

139,000

288,940

Sanko Soflan Co., Inc.

97,000

493,088

Sumitomo Forestry Co. Ltd.

37,000

350,999

1,527,603

Internet & Catalog Retail - 0.5%

Nissen Co. Ltd.

17,900

333,188

Leisure Equipment & Products - 3.9%

Aruze Corp.

19,100

378,986

Fuji Photo Film Co. Ltd.

32,000

1,094,534

Mars Engineering Corp. (d)

35,700

1,342,524

2,816,044

Media - 1.3%

Kadokawa Shoten Publishing Co. Ltd. (d)

12,900

503,397

SKY Perfect Communications, Inc.

393

479,019

982,416

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Multiline Retail - 1.7%

Don Quijote Co. Ltd.

7,800

$ 468,730

Thanks Japan Corp.

126,600

782,316

1,251,046

Specialty Retail - 4.9%

Hikari Tsushin, Inc. (d)

31,900

1,910,956

Nishimatsuya Chain Co. Ltd.

24,400

843,804

USS Co. Ltd.

10,010

810,561

3,565,321

TOTAL CONSUMER DISCRETIONARY

22,865,119

CONSUMER STAPLES - 1.6%

Beverages - 0.1%

Kirin Beverage Corp.

3,400

73,889

Food & Staples Retailing - 0.9%

Ito Yokado Ltd.

18,000

646,289

Kura Corp. Ltd.

14

35,716

682,005

Tobacco - 0.6%

Japan Tobacco, Inc.

48

422,242

TOTAL CONSUMER STAPLES

1,178,136

ENERGY - 1.7%

Oil & Gas - 1.7%

Cosmo Oil Co. Ltd.

215,000

607,408

Nippon Mining Holdings, Inc.

137,000

652,412

1,259,820

FINANCIALS - 17.7%

Capital Markets - 1.1%

Mitsubishi Securities Co. Ltd. (d)

88,000

819,011

Commercial Banks - 7.9%

Hokuhoku Financial Group, Inc.

286,000

651,259

Mitsui Trust Holdings, Inc.

65,000

447,725

Mizuho Financial Group, Inc.

282

1,089,791

Nishi-Nippon City Bank Ltd.

228,700

1,017,789

Sumitomo Mitsui Financial Group, Inc.

176

1,145,784

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

Tokyo Tomin Bank Ltd.

18,800

$ 416,554

UFJ Holdings, Inc. (a)

206

957,642

5,726,544

Consumer Finance - 5.1%

Lopro Corp. (d)

52,300

338,997

Nippon Shinpan Co. Ltd.

200,000

606,605

OMC Card, Inc. (a)

54,000

607,682

ORIX Corp.

4,100

481,533

SFCG Co. Ltd.

7,500

1,578,873

STB Leasing Co. Ltd.

5,200

109,567

3,723,257

Insurance - 2.5%

Fuji Fire & Marine Insurance Co. Ltd.

98,000

309,274

Millea Holdings, Inc.

60

793,688

T&D Holdings, Inc. (a)

16,050

709,727

1,812,689

Real Estate - 1.1%

NTT Urban Development Co. (a)

5

21,260

Tokyu Land Corp.

269,000

808,258

829,518

TOTAL FINANCIALS

12,911,019

HEALTH CARE - 2.3%

Pharmaceuticals - 2.3%

Takeda Pharamaceutical Co. Ltd.

12,900

624,066

Yamanouchi Pharmaceutical Co. Ltd.

29,800

1,095,309

1,719,375

INDUSTRIALS - 13.9%

Air Freight & Logistics - 0.8%

Yamato Transport Co. Ltd.

43,000

580,592

Commercial Services & Supplies - 4.4%

Diamond Lease Co. Ltd.

10,400

372,429

Fullcast Co. Ltd.

303

626,985

Meitec Corp.

5,300

199,811

Riso Kyoiku Co. Ltd. (d)

576

305,865

Riso Kyoiku Co. Ltd. New (a)(d)

1,152

566,013

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Sumisho Lease Co. Ltd.

21,100

$ 817,404

Teraoka Seisakusho Co. Ltd.

46,000

351,188

3,239,695

Construction & Engineering - 1.3%

Commuture Corp.

110,000

914,631

Electrical Equipment - 2.3%

Fujikura Ltd.

199,000

876,213

Furukawa Electric Co. Ltd. (a)

53,000

222,346

Hitachi Cable Ltd.

51,000

199,981

Sumitomo Electric Industries Ltd.

39,000

370,341

1,668,881

Machinery - 0.8%

Nihon Trim Co. Ltd.

2,750

189,942

Nittoku Engineering Co. Ltd.

51,000

368,640

558,582

Road & Rail - 3.8%

East Japan Railway Co.

230

1,210,469

Hamakyorex Co. Ltd.

34,100

1,127,699

Keio Electric Railway Co. Ltd.

84,000

445,259

2,783,427

Transportation Infrastructure - 0.5%

Kamigumi Co. Ltd.

56,000

397,902

TOTAL INDUSTRIALS

10,143,710

INFORMATION TECHNOLOGY - 19.6%

Communications Equipment - 0.7%

Japan Radio Co. Ltd. (a)

127,000

497,992

Computers & Peripherals - 0.9%

Fujitsu Ltd.

110,000

655,832

Electronic Equipment & Instruments - 4.8%

Hoya Corp.

4,700

483,167

Koha Co. Ltd.

12,500

238,579

Nichicon Corp.

200

2,311

Nidec Corp.

4,200

455,577

Nippon Chemi-con Corp.

12,000

58,733

Nippon Electric Glass Co. Ltd.

81,000

1,810,034

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Instruments - continued

Okamoto Glass Co. Ltd.

19,100

$ 163,325

Tokyo Cathode Laborator Co. Ltd.

34,800

308,427

3,520,153

Internet Software & Services - 3.0%

Softbank Corp.

21,700

984,173

Telewave, Inc.

44

321,368

Yahoo! Japan Corp. (a)

78

353,021

Yahoo! Japan Corp. New (a)

127

553,191

2,211,753

IT Services - 0.9%

Net One Systems Co. Ltd.

113

431,351

TIS, Inc.

7,300

246,932

678,283

Office Electronics - 3.9%

Canon, Inc.

15,700

777,150

Konica Minolta Holdings, Inc.

94,500

1,262,560

Ricoh Co. Ltd.

45,000

841,876

2,881,586

Semiconductors & Semiconductor Equipment - 1.6%

Nihon Inter Electronics Corp.

70,000

676,619

Sanken Electric Co. Ltd.

39,000

456,201

1,132,820

Software - 3.8%

Dwango Co. Ltd. (d)

25

132,990

Dwango Co. Ltd. New (a)(d)

100

529,126

Intelligent Wave, Inc. (d)

468

773,846

Nihon Falcom Corp.

113

317,107

Nintendo Co. Ltd.

8,200

926,650

Works Applications Co. Ltd. (a)

30

92,691

2,772,410

TOTAL INFORMATION TECHNOLOGY

14,350,829

MATERIALS - 8.7%

Chemicals - 7.4%

Daicel Chemical Industries Ltd.

93,000

440,242

JSR Corp.

29,000

528,294

Kaneka Corp.

71,000

741,295

Nihon Micro Coating Co. Ltd. (a)

28,000

304,247

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Chemicals - continued

Nissan Chemical Industries Co. Ltd.

50,000

$ 406,765

Nitto Denko Corp.

17,300

822,214

Osaka Organic Chemical Industry Ltd.

42,800

620,759

Soken Chemical & Engineer Co. Ltd.

26,500

423,159

Teijin Ltd.

118,000

459,357

Toyo Ink Manufacturing Co. Ltd.

109,000

375,915

Zeon Corp.

33,000

260,670

5,382,917

Construction Materials - 0.8%

Sumitomo Osaka Cement Co. Ltd.

262,000

576,803

Containers & Packaging - 0.5%

Fuji Seal International, Inc.

8,900

382,624

TOTAL MATERIALS

6,342,344

TELECOMMUNICATION SERVICES - 1.0%

Wireless Telecommunication Services - 1.0%

KDDI Corp.

145

698,729

TOTAL COMMON STOCKS

(Cost $69,295,237)

71,469,081

Money Market Funds - 10.1%

Fidelity Cash Central Fund, 1.79% (b)(c)
(Cost $7,361,307)

7,361,307

7,361,307

TOTAL INVESTMENT PORTFOLIO - 107.9%

(Cost $76,656,544)

78,830,388

NET OTHER ASSETS - (7.9)%

(5,752,945)

NET ASSETS - 100%

$ 73,077,443

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

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

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

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $25,242,000 of which $15,258,000 and $9,984,000 will expire on October 31, 2009 and 2010, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $5,168,780) (cost $76,656,544) - See accompanying schedule

$ 78,830,388

Foreign currency held at value (cost $4,956)

5,156

Receivable for investments sold

1,355,267

Receivable for fund shares sold

106,467

Dividends receivable

203,372

Interest receivable

9,143

Receivable from investment adviser for expense reductions

12,405

Other affiliated receivables

2,611

Other receivables

3,532

Total assets

80,528,341

Liabilities

Payable for investments purchased

$ 1,497,085

Payable for fund shares redeemed

269,342

Accrued management fee

44,517

Distribution fees payable

41,808

Other affiliated payables

25,315

Other payables and accrued expenses

91,345

Collateral on securities loaned, at value

5,481,486

Total liabilities

7,450,898

Net Assets

$ 73,077,443

Net Assets consist of:

Paid in capital

$ 97,354,800

Accumulated net investment loss

(645,663)

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

(25,813,195)

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

2,181,501

Net Assets

$ 73,077,443

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($17,883,760 ÷ 1,414,812 shares)

$ 12.64

Maximum offering price per share (100/94.25 of $12.64)

$ 13.41

Class T:
Net Asset Value
and redemption price per share ($11,493,140 ÷ 918,949 shares)

$ 12.51

Maximum offering price per share (100/96.50 of $12.51)

$ 12.96

Class B:
Net Asset Value
and offering price per share ($18,218,203 ÷ 1,492,127 shares) A

$ 12.21

Class C:
Net Asset Value
and offering price per share ($21,563,558 ÷ 1,756,562 shares) A

$ 12.28

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($3,918,782 ÷ 305,398 shares)

$ 12.83

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 510,890

Interest

21,909

Security lending

46,185

578,984

Less foreign taxes withheld

(37,125)

Total income

541,859

Expenses

Management fee

$ 456,845

Transfer agent fees

241,774

Distribution fees

428,323

Accounting and security lending fees

45,966

Non-interested trustees' compensation

320

Custodian fees and expenses

71,770

Registration fees

70,850

Audit

35,183

Legal

4,367

Miscellaneous

54,525

Total expenses before reductions

1,409,923

Expense reductions

(49,940)

1,359,983

Net investment income (loss)

(818,124)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

4,862,953

Foreign currency transactions

(8,361)

Total net realized gain (loss)

4,854,592

Change in net unrealized appreciation (depreciation) on:

Investment securities

(3,155,597)

Assets and liabilities in foreign currencies

6,863

Total change in net unrealized appreciation (depreciation)

(3,148,734)

Net gain (loss)

1,705,858

Net increase (decrease) in net assets resulting from operations

$ 887,734

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (818,124)

$ (391,145)

Net realized gain (loss)

4,854,592

1,565,066

Change in net unrealized appreciation (depreciation)

(3,148,734)

9,281,088

Net increase (decrease) in net assets resulting
from operations

887,734

10,455,009

Share transactions - net increase (decrease)

22,543,746

5,652,788

Redemption fees

88,428

-

Total increase (decrease) in net assets

23,519,908

16,107,797

Net Assets

Beginning of period

49,557,535

33,449,738

End of period (including accumulated net investment loss of $645,663 and accumulated net investment loss of $142,165, respectively)

$ 73,077,443

$ 49,557,535

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.78

$ 8.74

$ 10.18

$ 17.78

$ 19.04

Income from Investment Operations

Net investment income (loss)C

(.11)

(.07)

(.13)

(.15)

(.16)

Net realized and unrealized gain (loss)

.95

3.11

(1.31)

(6.13)

(.76)

Total from investment operations

.84

3.04

(1.44)

(6.28)

(.92)

Distributions from net investment income

-

-

-

(1.32)

(.04)

Distributions in excess of net investment income

-

-

-

-

(.08)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.32)

(.34)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.64

$ 11.78

$ 8.74

$ 10.18

$ 17.78

Total ReturnA,B

7.30%

34.78%

(14.15)%

(37.89)%

(5.07)%

Ratios to Average Net AssetsD

Expenses before expense reductions

1.80%

2.20%

2.13%

1.88%

1.44%

Expenses net of voluntary waivers, if any

1.75%

1.75%

1.94%

1.88%

1.44%

Expenses net of all reductions

1.75%

1.75%

1.94%

1.84%

1.42%

Net investment income (loss)

(.89)%

(.76)%

(1.27)%

(1.10)%

(.76)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 17,884

$ 8,695

$ 3,380

$ 4,204

$ 18,657

Portfolio turnover rate

83%

99%

128%

123%

169%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.68

$ 8.69

$ 10.17

$ 17.72

$ 19.01

Income from Investment Operations

Net investment income (loss)C

(.14)

(.09)

(.15)

(.20)

(.21)

Net realized and unrealized gain (loss)

.95

3.08

(1.33)

(6.14)

(.75)

Total from investment operations

.81

2.99

(1.48)

(6.34)

(.96)

Distributions from net investment income

-

-

-

(1.21)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.08)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.21)

(.33)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.51

$ 11.68

$ 8.69

$ 10.17

$ 17.72

Total ReturnA,B

7.11%

34.41%

(14.55)%

(38.16)%

(5.29)%

Ratios to Average Net AssetsD

Expenses before expense reductions

2.19%

2.57%

2.45%

2.25%

1.71%

Expenses net of voluntary waivers, if any

2.00%

2.00%

2.19%

2.25%

1.71%

Expenses net of all reductions

2.00%

2.00%

2.18%

2.21%

1.69%

Net investment income (loss)

(1.14)%

(1.01)%

(1.52)%

(1.48)%

(1.03)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 11,493

$ 11,823

$ 7,731

$ 10,363

$ 29,840

Portfolio turnover rate

83%

99%

128%

123%

169%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.46

$ 8.57

$ 10.07

$ 17.55

$ 18.92

Income from Investment Operations

Net investment income (loss)C

(.20)

(.14)

(.20)

(.26)

(.32)

Net realized and unrealized gain (loss)

.93

3.03

(1.30)

(6.09)

(.74)

Total from investment operations

.73

2.89

(1.50)

(6.35)

(1.06)

Distributions from net investment income

-

-

-

(1.13)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.06)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.13)

(.31)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.21

$ 11.46

$ 8.57

$ 10.07

$ 17.55

Total ReturnA,B

6.54%

33.72%

(14.90)%

(38.44)%

(5.83)%

Ratios to Average Net AssetsD

Expenses before expense reductions

2.62%

3.03%

2.90%

2.74%

2.25%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.69%

2.74%

2.25%

Expenses net of all reductions

2.50%

2.50%

2.68%

2.71%

2.23%

Net investment income (loss)

(1.64)%

(1.51)%

(2.02)%

(1.97)%

(1.57)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 18,218

$ 14,761

$ 10,229

$ 13,523

$ 31,334

Portfolio turnover rate

83%

99%

128%

123%

169%

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

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

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.52

$ 8.61

$ 10.13

$ 17.58

$ 18.93

Income from Investment Operations

Net investment income (loss)C

(.19)

(.14)

(.20)

(.24)

(.31)

Net realized and unrealized gain (loss)

.93

3.05

(1.32)

(6.10)

(.73)

Total from investment operations

.74

2.91

(1.52)

(6.34)

(1.04)

Distributions from net investment income

-

-

-

(1.11)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.06)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.11)

(.31)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.28

$ 11.52

$ 8.61

$ 10.13

$ 17.58

Total ReturnA,B

6.60%

33.80%

(15.00)%

(38.27)%

(5.72)%

Ratios to Average Net AssetsD

Expenses before expense reductions

2.44%

2.82%

2.72%

2.59%

2.16%

Expenses net of voluntary waivers, if any

2.44%

2.50%

2.67%

2.59%

2.16%

Expenses net of all reductions

2.44%

2.49%

2.67%

2.55%

2.15%

Net investment income (loss)

(1.58)%

(1.51)%

(2.00)%

(1.81)%

(1.49)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 21,564

$ 10,374

$ 6,497

$ 8,170

$ 25,481

Portfolio turnover rate

83%

99%

128%

123%

169%

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

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

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.91

$ 8.82

$ 10.25

$ 17.88

$ 19.09

Income from Investment Operations

Net investment income (loss)B

(.06)

(.05)

(.08)

(.10)

(.09)

Net realized and unrealized gain (loss)

.96

3.14

(1.35)

(6.16)

(.77)

Total from investment operations

.90

3.09

(1.43)

(6.26)

(.86)

Distributions from net investment income

-

-

-

(1.37)

(.04)

Distributions in excess of net investment income

-

-

-

-

(.09)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.37)

(.35)

Redemption fees added to paid in capitalB

.02

-

-

-

-

Net asset value, end of period

$ 12.83

$ 11.91

$ 8.82

$ 10.25

$ 17.88

Total ReturnA

7.72%

35.03%

(13.95)%

(37.64)%

(4.75)%

Ratios to Average Net AssetsC

Expenses before expense reductions

1.36%

1.67%

1.52%

1.48%

1.13%

Expenses net of voluntary waivers, if any

1.36%

1.50%

1.51%

1.48%

1.13%

Expenses net of all reductions

1.36%

1.49%

1.51%

1.44%

1.11%

Net investment income (loss)

(.50)%

(.51)%

(.84)%

(.70)%

(.45)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,919

$ 3,905

$ 5,612

$ 795

$ 2,746

Portfolio turnover rate

83%

99%

128%

123%

169%

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

B Calculated based on average shares outstanding during the period.

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

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Japan Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Foreign Currency - continued

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. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

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

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Unrealized appreciation

$ 6,820,605

Unrealized depreciation

(5,856,154)

Net unrealized appreciation (depreciation)

964,451

Capital loss carryforward

(25,241,784)

Cost for federal income tax purposes

$ 77,865,937

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 90 days will be subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), will be retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $73,189,261 and $51,672,510, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 35,104

$ -

Class T

.25%

.25%

56,598

-

Class B

.75%

.25%

173,802

130,410

Class C

.75%

.25%

162,819

81,271

$ 428,323

$ 211,681

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained
by FDC

Class A

$ 45,920

Class T

5,932

Class B*

34,290

Class C*

10,008

$ 96,150

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

Annual Report

4. Fees and Other Transactions with Affiliates - continued

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

Amount

% of
Average
Net Assets

Class A

$ 53,049

.38

Class T

59,216

.52

Class B

78,141

.45

Class C

43,948

.27

Institutional Class

7,420

.19

$ 241,774

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.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $37,237 for the period.

5. Committed Line of Credit.

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

Annual Report

Notes to Financial Statements - continued

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

1.75%

$ 6,855

Class T

2.00%

21,988

Class B

2.50%

21,003

Class C

2.50%

-

Institutional Class

1.50%

-

$ 49,846

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 $94.

8. Other Information.

At the end of the period, one otherwise unaffiliated shareholder was the owner of record of 17% of the total outstanding shares of the fund.

Annual Report

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

2,153,586

1,380,900

$ 28,186,518

$ 13,339,242

Shares redeemed

(1,477,090)

(1,029,447)

(18,736,827)

(9,797,319)

Net increase (decrease)

676,496

351,453

$ 9,449,691

$ 3,541,923

Class T

Shares sold

593,692

660,357

$ 7,826,011

$ 6,206,945

Shares redeemed

(686,792)

(537,620)

(8,546,610)

(4,681,650)

Net increase (decrease)

(93,100)

122,737

$ (720,599)

$ 1,525,295

Class B

Shares sold

565,247

545,851

$ 7,156,870

$ 5,257,273

Shares redeemed

(361,283)

(451,855)

(4,393,797)

(4,150,331)

Net increase (decrease)

203,964

93,996

$ 2,763,073

$ 1,106,942

Class C

Shares sold

1,188,114

575,376

$ 15,297,584

$ 5,681,137

Shares redeemed

(332,125)

(429,211)

(4,109,703)

(3,930,775)

Net increase (decrease)

855,989

146,165

$ 11,187,881

$ 1,750,362

Institutional Class

Shares sold

172,730

1,332,309

$ 2,327,308

$ 12,611,093

Shares redeemed

(195,170)

(1,641,005)

(2,463,608)

(14,882,827)

Net increase (decrease)

(22,440)

(308,696)

$ (136,300)

$ (2,271,734)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Japan Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Japan Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Japan Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Japan (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Japan. He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Japan. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Japan. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Japan. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Japan. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Japan. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Japan. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Japan. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Japan. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

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

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Japan. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Japan. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

28,235,259.63

69.553

Against

3,401,143.77

8.378

Abstain

2,965,657.59

7.306

Broker
Non-Votes

5,993,292.12

14.763

TOTAL

40,595,353.11

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AJAF-UANN-1204
1.784756.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

(Fidelity Investment logo)(registered trademark)

Fidelity® Advisor

Japan

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

17

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

Notes

26

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

33

Trustees and Officers

34

Proxy Voting Results

46

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fund
A

Institutional Class

7.72%

-5.76%

6.14%

A From December 17, 1998.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Japan Fund - Institutional Class on December 17, 1998, when the fund started. The chart shows how the value of your investment would have grown and also shows how the Tokyo Stock Exchange Stock Price (TOPIX) Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Dale Nicholls, Portfolio Manager of Fidelity® Advisor Japan Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to relatively weak demand in key end markets such as personal computers and wireless handsets.

For the 12 months ending October 31, 2004, the fund's Institutional Class shares returned 7.72%, trailing the 8.84% return of the Tokyo Stock Exchange Stock Price Index (TOPIX). However, the fund beat the 6.54% return of the LipperSM Japanese Funds Average. Unfavorable stock picking in materials and in the automobiles and components segment detracted from performance versus the index, as did a significant overweighting in technology hardware and equipment. Semiconductor maker UMC Japan topped the list of detractors compared with the index and was second-largest in absolute terms. Also holding back performance was NOK, a maker of flexible printed circuit boards of the kind used in wireless handsets. Conversely, favorable stock picking in commercial services and supplies helped performance compared with the index, along with stock selection in diversified financials. Riso Kyoiku, an operator of educational "cram schools," was the top contributor relative to the index and also performed well in absolute terms. Another contributor was SFCG, which provides short-term financing for small- and mid-sized businesses and continued to steadily expand its loan portfolio.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 927.40

$ 8.48

HypotheticalA

$ 1,000.00

$ 1,016.09

$ 8.91

Class T

Actual

$ 1,000.00

$ 926.00

$ 9.68

HypotheticalA

$ 1,000.00

$ 1,014.82

$ 10.18

Class B

Actual

$ 1,000.00

$ 923.60

$ 12.09

HypotheticalA

$ 1,000.00

$ 1,012.27

$ 12.73

Class C

Actual

$ 1,000.00

$ 924.00

$ 11.70

HypotheticalA

$ 1,000.00

$ 1,012.68

$ 12.32

Institutional Class

Actual

$ 1,000.00

$ 929.00

$ 6.40

HypotheticalA

$ 1,000.00

$ 1,018.28

$ 6.72

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.75%

Class T

2.00%

Class B

2.50%

Class C

2.42%

Institutional Class

1.32%

Annual Report

Investment Changes

Top Ten Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Toyota Motor Corp.

3.9

3.0

Hikari Tsushin, Inc.

2.6

0.0

Nippon Electric Glass Co. Ltd.

2.5

2.5

SFCG Co. Ltd.

2.2

2.1

Mars Engineering Corp.

1.9

0.0

Konica Minolta Holdings, Inc.

1.7

2.1

Honda Motor Co. Ltd.

1.7

0.0

H.I.S. Co. Ltd.

1.7

1.7

East Japan Railway Co.

1.7

1.3

Sumitomo Mitsui Financial Group, Inc.

1.6

2.3

21.5

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

31.3

20.7

Information Technology

19.6

19.0

Financials

17.7

22.3

Industrials

13.9

15.1

Materials

8.7

9.1

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 97.8%

Stocks 96.3%

Short-Term
Investments and
Net Other Assets 2.2%

Short-Term
Investments and
Net Other Assets 3.7%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 97.8%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 31.3%

Auto Components - 7.9%

Aisin Seiki Co. Ltd.

48,500

$ 1,088,369

Bridgestone Corp.

46,000

834,507

Musashi Seimitsu Industry Co. Ltd.

13,500

293,381

Musashi Seimitsu Industry Co. Ltd. New (a)

13,500

293,381

NOK Corp.

33,700

1,025,313

Sanden Corp.

129,000

843,464

Stanley Electric Co. Ltd.

57,900

894,473

Sumitomo Rubber Industries Ltd.

63,000

537,525

5,810,413

Automobiles - 5.6%

Honda Motor Co. Ltd.

25,700

1,248,506

Toyota Motor Corp.

73,900

2,866,951

4,115,457

Distributors - 0.9%

Crymson Co. Ltd.

146

344,876

Doshisha Co. Ltd.

8,600

286,030

630,906

Hotels, Restaurants & Leisure - 2.5%

H.I.S. Co. Ltd.

63,700

1,230,845

H.I.S. Co. Ltd. New (a)

31,850

601,880

1,832,725

Household Durables - 2.1%

Arnest One Corp.

14,500

394,576

D&M Holdings, Inc. (a)

139,000

288,940

Sanko Soflan Co., Inc.

97,000

493,088

Sumitomo Forestry Co. Ltd.

37,000

350,999

1,527,603

Internet & Catalog Retail - 0.5%

Nissen Co. Ltd.

17,900

333,188

Leisure Equipment & Products - 3.9%

Aruze Corp.

19,100

378,986

Fuji Photo Film Co. Ltd.

32,000

1,094,534

Mars Engineering Corp. (d)

35,700

1,342,524

2,816,044

Media - 1.3%

Kadokawa Shoten Publishing Co. Ltd. (d)

12,900

503,397

SKY Perfect Communications, Inc.

393

479,019

982,416

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Multiline Retail - 1.7%

Don Quijote Co. Ltd.

7,800

$ 468,730

Thanks Japan Corp.

126,600

782,316

1,251,046

Specialty Retail - 4.9%

Hikari Tsushin, Inc. (d)

31,900

1,910,956

Nishimatsuya Chain Co. Ltd.

24,400

843,804

USS Co. Ltd.

10,010

810,561

3,565,321

TOTAL CONSUMER DISCRETIONARY

22,865,119

CONSUMER STAPLES - 1.6%

Beverages - 0.1%

Kirin Beverage Corp.

3,400

73,889

Food & Staples Retailing - 0.9%

Ito Yokado Ltd.

18,000

646,289

Kura Corp. Ltd.

14

35,716

682,005

Tobacco - 0.6%

Japan Tobacco, Inc.

48

422,242

TOTAL CONSUMER STAPLES

1,178,136

ENERGY - 1.7%

Oil & Gas - 1.7%

Cosmo Oil Co. Ltd.

215,000

607,408

Nippon Mining Holdings, Inc.

137,000

652,412

1,259,820

FINANCIALS - 17.7%

Capital Markets - 1.1%

Mitsubishi Securities Co. Ltd. (d)

88,000

819,011

Commercial Banks - 7.9%

Hokuhoku Financial Group, Inc.

286,000

651,259

Mitsui Trust Holdings, Inc.

65,000

447,725

Mizuho Financial Group, Inc.

282

1,089,791

Nishi-Nippon City Bank Ltd.

228,700

1,017,789

Sumitomo Mitsui Financial Group, Inc.

176

1,145,784

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

Tokyo Tomin Bank Ltd.

18,800

$ 416,554

UFJ Holdings, Inc. (a)

206

957,642

5,726,544

Consumer Finance - 5.1%

Lopro Corp. (d)

52,300

338,997

Nippon Shinpan Co. Ltd.

200,000

606,605

OMC Card, Inc. (a)

54,000

607,682

ORIX Corp.

4,100

481,533

SFCG Co. Ltd.

7,500

1,578,873

STB Leasing Co. Ltd.

5,200

109,567

3,723,257

Insurance - 2.5%

Fuji Fire & Marine Insurance Co. Ltd.

98,000

309,274

Millea Holdings, Inc.

60

793,688

T&D Holdings, Inc. (a)

16,050

709,727

1,812,689

Real Estate - 1.1%

NTT Urban Development Co. (a)

5

21,260

Tokyu Land Corp.

269,000

808,258

829,518

TOTAL FINANCIALS

12,911,019

HEALTH CARE - 2.3%

Pharmaceuticals - 2.3%

Takeda Pharamaceutical Co. Ltd.

12,900

624,066

Yamanouchi Pharmaceutical Co. Ltd.

29,800

1,095,309

1,719,375

INDUSTRIALS - 13.9%

Air Freight & Logistics - 0.8%

Yamato Transport Co. Ltd.

43,000

580,592

Commercial Services & Supplies - 4.4%

Diamond Lease Co. Ltd.

10,400

372,429

Fullcast Co. Ltd.

303

626,985

Meitec Corp.

5,300

199,811

Riso Kyoiku Co. Ltd. (d)

576

305,865

Riso Kyoiku Co. Ltd. New (a)(d)

1,152

566,013

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Sumisho Lease Co. Ltd.

21,100

$ 817,404

Teraoka Seisakusho Co. Ltd.

46,000

351,188

3,239,695

Construction & Engineering - 1.3%

Commuture Corp.

110,000

914,631

Electrical Equipment - 2.3%

Fujikura Ltd.

199,000

876,213

Furukawa Electric Co. Ltd. (a)

53,000

222,346

Hitachi Cable Ltd.

51,000

199,981

Sumitomo Electric Industries Ltd.

39,000

370,341

1,668,881

Machinery - 0.8%

Nihon Trim Co. Ltd.

2,750

189,942

Nittoku Engineering Co. Ltd.

51,000

368,640

558,582

Road & Rail - 3.8%

East Japan Railway Co.

230

1,210,469

Hamakyorex Co. Ltd.

34,100

1,127,699

Keio Electric Railway Co. Ltd.

84,000

445,259

2,783,427

Transportation Infrastructure - 0.5%

Kamigumi Co. Ltd.

56,000

397,902

TOTAL INDUSTRIALS

10,143,710

INFORMATION TECHNOLOGY - 19.6%

Communications Equipment - 0.7%

Japan Radio Co. Ltd. (a)

127,000

497,992

Computers & Peripherals - 0.9%

Fujitsu Ltd.

110,000

655,832

Electronic Equipment & Instruments - 4.8%

Hoya Corp.

4,700

483,167

Koha Co. Ltd.

12,500

238,579

Nichicon Corp.

200

2,311

Nidec Corp.

4,200

455,577

Nippon Chemi-con Corp.

12,000

58,733

Nippon Electric Glass Co. Ltd.

81,000

1,810,034

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Instruments - continued

Okamoto Glass Co. Ltd.

19,100

$ 163,325

Tokyo Cathode Laborator Co. Ltd.

34,800

308,427

3,520,153

Internet Software & Services - 3.0%

Softbank Corp.

21,700

984,173

Telewave, Inc.

44

321,368

Yahoo! Japan Corp. (a)

78

353,021

Yahoo! Japan Corp. New (a)

127

553,191

2,211,753

IT Services - 0.9%

Net One Systems Co. Ltd.

113

431,351

TIS, Inc.

7,300

246,932

678,283

Office Electronics - 3.9%

Canon, Inc.

15,700

777,150

Konica Minolta Holdings, Inc.

94,500

1,262,560

Ricoh Co. Ltd.

45,000

841,876

2,881,586

Semiconductors & Semiconductor Equipment - 1.6%

Nihon Inter Electronics Corp.

70,000

676,619

Sanken Electric Co. Ltd.

39,000

456,201

1,132,820

Software - 3.8%

Dwango Co. Ltd. (d)

25

132,990

Dwango Co. Ltd. New (a)(d)

100

529,126

Intelligent Wave, Inc. (d)

468

773,846

Nihon Falcom Corp.

113

317,107

Nintendo Co. Ltd.

8,200

926,650

Works Applications Co. Ltd. (a)

30

92,691

2,772,410

TOTAL INFORMATION TECHNOLOGY

14,350,829

MATERIALS - 8.7%

Chemicals - 7.4%

Daicel Chemical Industries Ltd.

93,000

440,242

JSR Corp.

29,000

528,294

Kaneka Corp.

71,000

741,295

Nihon Micro Coating Co. Ltd. (a)

28,000

304,247

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Chemicals - continued

Nissan Chemical Industries Co. Ltd.

50,000

$ 406,765

Nitto Denko Corp.

17,300

822,214

Osaka Organic Chemical Industry Ltd.

42,800

620,759

Soken Chemical & Engineer Co. Ltd.

26,500

423,159

Teijin Ltd.

118,000

459,357

Toyo Ink Manufacturing Co. Ltd.

109,000

375,915

Zeon Corp.

33,000

260,670

5,382,917

Construction Materials - 0.8%

Sumitomo Osaka Cement Co. Ltd.

262,000

576,803

Containers & Packaging - 0.5%

Fuji Seal International, Inc.

8,900

382,624

TOTAL MATERIALS

6,342,344

TELECOMMUNICATION SERVICES - 1.0%

Wireless Telecommunication Services - 1.0%

KDDI Corp.

145

698,729

TOTAL COMMON STOCKS

(Cost $69,295,237)

71,469,081

Money Market Funds - 10.1%

Fidelity Cash Central Fund, 1.79% (b)(c)
(Cost $7,361,307)

7,361,307

7,361,307

TOTAL INVESTMENT PORTFOLIO - 107.9%

(Cost $76,656,544)

78,830,388

NET OTHER ASSETS - (7.9)%

(5,752,945)

NET ASSETS - 100%

$ 73,077,443

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

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

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

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $25,242,000 of which $15,258,000 and $9,984,000 will expire on October 31, 2009 and 2010, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $5,168,780) (cost $76,656,544) - See accompanying schedule

$ 78,830,388

Foreign currency held at value (cost $4,956)

5,156

Receivable for investments sold

1,355,267

Receivable for fund shares sold

106,467

Dividends receivable

203,372

Interest receivable

9,143

Receivable from investment adviser for expense reductions

12,405

Other affiliated receivables

2,611

Other receivables

3,532

Total assets

80,528,341

Liabilities

Payable for investments purchased

$ 1,497,085

Payable for fund shares redeemed

269,342

Accrued management fee

44,517

Distribution fees payable

41,808

Other affiliated payables

25,315

Other payables and accrued expenses

91,345

Collateral on securities loaned, at value

5,481,486

Total liabilities

7,450,898

Net Assets

$ 73,077,443

Net Assets consist of:

Paid in capital

$ 97,354,800

Accumulated net investment loss

(645,663)

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

(25,813,195)

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

2,181,501

Net Assets

$ 73,077,443

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($17,883,760 ÷ 1,414,812 shares)

$ 12.64

Maximum offering price per share (100/94.25 of $12.64)

$ 13.41

Class T:
Net Asset Value
and redemption price per share ($11,493,140 ÷ 918,949 shares)

$ 12.51

Maximum offering price per share (100/96.50 of $12.51)

$ 12.96

Class B:
Net Asset Value
and offering price per share ($18,218,203 ÷ 1,492,127 shares) A

$ 12.21

Class C:
Net Asset Value
and offering price per share ($21,563,558 ÷ 1,756,562 shares) A

$ 12.28

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($3,918,782 ÷ 305,398 shares)

$ 12.83

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

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

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 510,890

Interest

21,909

Security lending

46,185

578,984

Less foreign taxes withheld

(37,125)

Total income

541,859

Expenses

Management fee

$ 456,845

Transfer agent fees

241,774

Distribution fees

428,323

Accounting and security lending fees

45,966

Non-interested trustees' compensation

320

Custodian fees and expenses

71,770

Registration fees

70,850

Audit

35,183

Legal

4,367

Miscellaneous

54,525

Total expenses before reductions

1,409,923

Expense reductions

(49,940)

1,359,983

Net investment income (loss)

(818,124)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

4,862,953

Foreign currency transactions

(8,361)

Total net realized gain (loss)

4,854,592

Change in net unrealized appreciation (depreciation) on:

Investment securities

(3,155,597)

Assets and liabilities in foreign currencies

6,863

Total change in net unrealized appreciation (depreciation)

(3,148,734)

Net gain (loss)

1,705,858

Net increase (decrease) in net assets resulting from operations

$ 887,734

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (818,124)

$ (391,145)

Net realized gain (loss)

4,854,592

1,565,066

Change in net unrealized appreciation (depreciation)

(3,148,734)

9,281,088

Net increase (decrease) in net assets resulting
from operations

887,734

10,455,009

Share transactions - net increase (decrease)

22,543,746

5,652,788

Redemption fees

88,428

-

Total increase (decrease) in net assets

23,519,908

16,107,797

Net Assets

Beginning of period

49,557,535

33,449,738

End of period (including accumulated net investment loss of $645,663 and accumulated net investment loss of $142,165, respectively)

$ 73,077,443

$ 49,557,535

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.78

$ 8.74

$ 10.18

$ 17.78

$ 19.04

Income from Investment Operations

Net investment income (loss)C

(.11)

(.07)

(.13)

(.15)

(.16)

Net realized and unrealized gain (loss)

.95

3.11

(1.31)

(6.13)

(.76)

Total from investment operations

.84

3.04

(1.44)

(6.28)

(.92)

Distributions from net investment income

-

-

-

(1.32)

(.04)

Distributions in excess of net investment income

-

-

-

-

(.08)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.32)

(.34)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.64

$ 11.78

$ 8.74

$ 10.18

$ 17.78

Total ReturnA,B

7.30%

34.78%

(14.15)%

(37.89)%

(5.07)%

Ratios to Average Net AssetsD

Expenses before expense reductions

1.80%

2.20%

2.13%

1.88%

1.44%

Expenses net of voluntary waivers, if any

1.75%

1.75%

1.94%

1.88%

1.44%

Expenses net of all reductions

1.75%

1.75%

1.94%

1.84%

1.42%

Net investment income (loss)

(.89)%

(.76)%

(1.27)%

(1.10)%

(.76)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 17,884

$ 8,695

$ 3,380

$ 4,204

$ 18,657

Portfolio turnover rate

83%

99%

128%

123%

169%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.68

$ 8.69

$ 10.17

$ 17.72

$ 19.01

Income from Investment Operations

Net investment income (loss)C

(.14)

(.09)

(.15)

(.20)

(.21)

Net realized and unrealized gain (loss)

.95

3.08

(1.33)

(6.14)

(.75)

Total from investment operations

.81

2.99

(1.48)

(6.34)

(.96)

Distributions from net investment income

-

-

-

(1.21)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.08)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.21)

(.33)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.51

$ 11.68

$ 8.69

$ 10.17

$ 17.72

Total ReturnA,B

7.11%

34.41%

(14.55)%

(38.16)%

(5.29)%

Ratios to Average Net AssetsD

Expenses before expense reductions

2.19%

2.57%

2.45%

2.25%

1.71%

Expenses net of voluntary waivers, if any

2.00%

2.00%

2.19%

2.25%

1.71%

Expenses net of all reductions

2.00%

2.00%

2.18%

2.21%

1.69%

Net investment income (loss)

(1.14)%

(1.01)%

(1.52)%

(1.48)%

(1.03)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 11,493

$ 11,823

$ 7,731

$ 10,363

$ 29,840

Portfolio turnover rate

83%

99%

128%

123%

169%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.46

$ 8.57

$ 10.07

$ 17.55

$ 18.92

Income from Investment Operations

Net investment income (loss)C

(.20)

(.14)

(.20)

(.26)

(.32)

Net realized and unrealized gain (loss)

.93

3.03

(1.30)

(6.09)

(.74)

Total from investment operations

.73

2.89

(1.50)

(6.35)

(1.06)

Distributions from net investment income

-

-

-

(1.13)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.06)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.13)

(.31)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.21

$ 11.46

$ 8.57

$ 10.07

$ 17.55

Total ReturnA,B

6.54%

33.72%

(14.90)%

(38.44)%

(5.83)%

Ratios to Average Net AssetsD

Expenses before expense reductions

2.62%

3.03%

2.90%

2.74%

2.25%

Expenses net of voluntary waivers, if any

2.50%

2.50%

2.69%

2.74%

2.25%

Expenses net of all reductions

2.50%

2.50%

2.68%

2.71%

2.23%

Net investment income (loss)

(1.64)%

(1.51)%

(2.02)%

(1.97)%

(1.57)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 18,218

$ 14,761

$ 10,229

$ 13,523

$ 31,334

Portfolio turnover rate

83%

99%

128%

123%

169%

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

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

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.52

$ 8.61

$ 10.13

$ 17.58

$ 18.93

Income from Investment Operations

Net investment income (loss)C

(.19)

(.14)

(.20)

(.24)

(.31)

Net realized and unrealized gain (loss)

.93

3.05

(1.32)

(6.10)

(.73)

Total from investment operations

.74

2.91

(1.52)

(6.34)

(1.04)

Distributions from net investment income

-

-

-

(1.11)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.06)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.11)

(.31)

Redemption fees added to paid in capitalC

.02

-

-

-

-

Net asset value, end of period

$ 12.28

$ 11.52

$ 8.61

$ 10.13

$ 17.58

Total ReturnA,B

6.60%

33.80%

(15.00)%

(38.27)%

(5.72)%

Ratios to Average Net AssetsD

Expenses before expense reductions

2.44%

2.82%

2.72%

2.59%

2.16%

Expenses net of voluntary waivers, if any

2.44%

2.50%

2.67%

2.59%

2.16%

Expenses net of all reductions

2.44%

2.49%

2.67%

2.55%

2.15%

Net investment income (loss)

(1.58)%

(1.51)%

(2.00)%

(1.81)%

(1.49)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 21,564

$ 10,374

$ 6,497

$ 8,170

$ 25,481

Portfolio turnover rate

83%

99%

128%

123%

169%

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

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

C Calculated based on average shares outstanding during the period.

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

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 11.91

$ 8.82

$ 10.25

$ 17.88

$ 19.09

Income from Investment Operations

Net investment income (loss)B

(.06)

(.05)

(.08)

(.10)

(.09)

Net realized and unrealized gain (loss)

.96

3.14

(1.35)

(6.16)

(.77)

Total from investment operations

.90

3.09

(1.43)

(6.26)

(.86)

Distributions from net investment income

-

-

-

(1.37)

(.04)

Distributions in excess of net investment income

-

-

-

-

(.09)

Distributions from net realized gain

-

-

-

-

(.22)

Total distributions

-

-

-

(1.37)

(.35)

Redemption fees added to paid in capitalB

.02

-

-

-

-

Net asset value, end of period

$ 12.83

$ 11.91

$ 8.82

$ 10.25

$ 17.88

Total ReturnA

7.72%

35.03%

(13.95)%

(37.64)%

(4.75)%

Ratios to Average Net AssetsC

Expenses before expense reductions

1.36%

1.67%

1.52%

1.48%

1.13%

Expenses net of voluntary waivers, if any

1.36%

1.50%

1.51%

1.48%

1.13%

Expenses net of all reductions

1.36%

1.49%

1.51%

1.44%

1.11%

Net investment income (loss)

(.50)%

(.51)%

(.84)%

(.70)%

(.45)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,919

$ 3,905

$ 5,612

$ 795

$ 2,746

Portfolio turnover rate

83%

99%

128%

123%

169%

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

B Calculated based on average shares outstanding during the period.

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

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor Japan Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

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

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

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

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Foreign Currency - continued

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. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

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

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Unrealized appreciation

$ 6,820,605

Unrealized depreciation

(5,856,154)

Net unrealized appreciation (depreciation)

964,451

Capital loss carryforward

(25,241,784)

Cost for federal income tax purposes

$ 77,865,937

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 90 days will be subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), will be retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $73,189,261 and $51,672,510, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

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 .72% of the fund's average net assets.

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

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 35,104

$ -

Class T

.25%

.25%

56,598

-

Class B

.75%

.25%

173,802

130,410

Class C

.75%

.25%

162,819

81,271

$ 428,323

$ 211,681

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

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

Retained
by FDC

Class A

$ 45,920

Class T

5,932

Class B*

34,290

Class C*

10,008

$ 96,150

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

Annual Report

4. Fees and Other Transactions with Affiliates - continued

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

Amount

% of
Average
Net Assets

Class A

$ 53,049

.38

Class T

59,216

.52

Class B

78,141

.45

Class C

43,948

.27

Institutional Class

7,420

.19

$ 241,774

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.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $37,237 for the period.

5. Committed Line of Credit.

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

Annual Report

Notes to Financial Statements - continued

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

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

Expense
Limitations

Reimbursement
from adviser

Class A

1.75%

$ 6,855

Class T

2.00%

21,988

Class B

2.50%

21,003

Class C

2.50%

-

Institutional Class

1.50%

-

$ 49,846

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 $94.

8. Other Information.

At the end of the period, one otherwise unaffiliated shareholder was the owner of record of 17% of the total outstanding shares of the fund.

Annual Report

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

2,153,586

1,380,900

$ 28,186,518

$ 13,339,242

Shares redeemed

(1,477,090)

(1,029,447)

(18,736,827)

(9,797,319)

Net increase (decrease)

676,496

351,453

$ 9,449,691

$ 3,541,923

Class T

Shares sold

593,692

660,357

$ 7,826,011

$ 6,206,945

Shares redeemed

(686,792)

(537,620)

(8,546,610)

(4,681,650)

Net increase (decrease)

(93,100)

122,737

$ (720,599)

$ 1,525,295

Class B

Shares sold

565,247

545,851

$ 7,156,870

$ 5,257,273

Shares redeemed

(361,283)

(451,855)

(4,393,797)

(4,150,331)

Net increase (decrease)

203,964

93,996

$ 2,763,073

$ 1,106,942

Class C

Shares sold

1,188,114

575,376

$ 15,297,584

$ 5,681,137

Shares redeemed

(332,125)

(429,211)

(4,109,703)

(3,930,775)

Net increase (decrease)

855,989

146,165

$ 11,187,881

$ 1,750,362

Institutional Class

Shares sold

172,730

1,332,309

$ 2,327,308

$ 12,611,093

Shares redeemed

(195,170)

(1,641,005)

(2,463,608)

(14,882,827)

Net increase (decrease)

(22,440)

(308,696)

$ (136,300)

$ (2,271,734)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Japan Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Japan Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Japan Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

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

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Japan (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

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

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

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

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Japan. He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Japan. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Japan. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Japan. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Japan. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Japan. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Japan. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

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

John H. Costello (58)

Year of Election or Appointment: 1998

Assistant Treasurer of Advisor Japan. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Japan. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

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

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Japan. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

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

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Japan. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

28,235,259.63

69.553

Against

3,401,143.77

8.378

Abstain

2,965,657.59

7.306

Broker
Non-Votes

5,993,292.12

14.763

TOTAL

40,595,353.11

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

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
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AJAFI-UANN-1204
1.784757.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

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

Overseas

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

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

Investments

10

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

Financial Statements

17

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

Notes

26

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

34

Trustees and Officers

35

Distributions

47

Proxy Voting Results

48

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

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

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

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

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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 fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) 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. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Past 10
years

Institutional Class A

11.46%

-1.29%

5.01%

A Institutional Class shares are sold to eligible investors without a sales load or 12b-1 fee. The initial offering of Institutional Class shares took place on July 3, 1995. Returns prior to July 3, 1995 are those of Class T, the original class of the fund, and reflect a 0.65% 12b-1 fee.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Overseas Fund - Institutional Class on October 31, 1994. The chart shows how the value of your investment would have grown, and also shows how the MSCI® EAFE® Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Rick Mace, Portfolio Manager of Fidelity® Advisor Overseas Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12 months ending October 31, 2004, Fidelity Advisor Overseas Fund's Institutional Class shares returned 11.46%, trailing the LipperSM International Funds Average, which rose 16.12%, as well as the MSCI EAFE index, which advanced 19.00%. The fund's overweighting in two poor-performing market groups - semiconductors and diversified financials - caused the bulk of its performance shortfall relative to the index. Notable detractors included semiconductor Japanese equipment manufacturer Tokyo Electron Ltd. and Taiwanese chip maker United Microelectronics in the semiconductor industry, as well as Japanese brokerage stocks Nikko Cordial and Nomura Holdings. On the positive side of the ledger, overweighting strong-performing energy stocks relative to the index was helpful. Growing worldwide demand for oil coupled with supply shortages and geopolitical concerns sent per-barrel oil prices and energy company profits soaring. France-based energy producer Total SA and Canada's Talisman Energy were noteworthy standouts for the fund. Elsewhere, good security selection in the telecommunication services sector helpful offset some of the fund's weakness in other areas. Holdings in U.S.-based mobile communications provider mmO2 and Germany-based Deutsche Telekom AG performed quite well.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

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

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,005.70

$ 6.86

HypotheticalA

$ 1,000.00

$ 1,018.08

$ 6.92

Class T

Actual

$ 1,000.00

$ 1,004.40

$ 7.31

HypotheticalA

$ 1,000.00

$ 1,017.62

$ 7.38

Class B

Actual

$ 1,000.00

$ 1,000.70

$ 11.21**

HypotheticalA

$ 1,000.00

$ 1,013.65

$ 11.35**

Class C

Actual

$ 1,000.00

$ 1,001.90

$ 10.67

HypotheticalA

$ 1,000.00

$ 1,014.21

$ 10.79

Institutional Class

Actual

$ 1,000.00

$ 1,007.50

$ 4.89

HypotheticalA

$ 1,000.00

$ 1,020.06

$ 4.94

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.36%

Class T

1.45%

Class B

2.23% **

Class C

2.12%

Institutional Class

.97%

** If fees effective January 1, 2005, had been in effect during the period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

Annualized
Expense Ratio

Expenses
Paid

Class B

Actual

2.14%

$ 10.76

HypotheticalA

$ 10.89

A 5% return per year before expenses

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Deutsche Telekom AG (Germany, Diversified Telecommunication Services)

4.3

0.6

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

4.1

2.4

Total SA Series B (France, Oil & Gas)

2.3

2.5

ASML Holding NV (Netherlands, Semiconductors & Semiconductor Equipment)

2.1

1.4

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

2.0

0.4

14.8

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.5

25.0

Information Technology

16.7

14.4

Telecommunication Services

13.1

6.4

Consumer Discretionary

10.2

12.0

Health Care

8.4

8.2

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Japan

17.7

20.6

United Kingdom

16.5

14.7

Germany

11.9

6.3

France

9.5

8.0

Switzerland

6.6

6.0

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

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 94.0%

Stocks 89.2%

Bonds 0.6%

Bonds 0.6%

Short-Term
Investments and
Net Other Assets 5.4%

Short-Term
Investments and
Net Other Assets 10.2%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 93.8%

Shares

Value (Note 1) (000s)

Australia - 1.7%

CSL Ltd.

518,367

$ 11,178

News Corp. Ltd. sponsored ADR

497,700

15,648

TOTAL AUSTRALIA

26,826

Belgium - 0.4%

Fortis

236,900

6,036

Bermuda - 0.1%

Golar LNG Ltd. (a)

53,600

851

Brazil - 3.1%

Aracruz Celulose SA sponsored ADR

218,400

7,356

Banco Bradesco SA sponsored ADR

122,000

7,426

Banco Itau Holding Financeira SA sponsored ADR

99,900

6,044

Embraer - Empresa Brasileira de Aeronautica SA sponsored ADR

227,100

6,027

Tele Norte Leste Participacoes SA ADR

356,200

4,659

Telebras sponsored ADR

165,000

4,349

Uniao de Bancos Brasileiros SA (Unibanco) GDR (d)

265,800

7,030

Votorantim Celulose e Papel SA sponsored ADR

190,300

6,575

TOTAL BRAZIL

49,466

Canada - 3.4%

Alcan, Inc.

46,900

2,170

Canadian Natural Resources Ltd.

100,700

4,240

Celestica, Inc. (sub. vtg.) (a)

233,600

3,393

EnCana Corp.

289,300

14,348

Nortel Networks Corp. (a)

1,067,300

3,618

Research in Motion Ltd. (a)

65,000

5,730

Talisman Energy, Inc.

691,000

18,554

Tembec, Inc. (a)

228,300

1,488

TOTAL CANADA

53,541

China - 0.7%

BYD Co. Ltd. (H Shares)

506,000

1,424

China Telecom Corp. Ltd. sponsored ADR

150,200

4,812

Global Bio-Chem Technology Group Co. Ltd.

4,814,000

3,773

Global Bio-Chem Technology Group Co. Ltd. warrants 5/31/07 (a)

394,000

27

People's Food Holdings Ltd.

1,259,000

878

TOTAL CHINA

10,914

Denmark - 0.6%

Coloplast AS Series B

19,550

1,946

Common Stocks - continued

Shares

Value (Note 1) (000s)

Denmark - continued

Danske Bank AS

121,950

$ 3,418

Novo Nordisk AS Series B

88,600

4,417

TOTAL DENMARK

9,781

Finland - 0.5%

Nokia Corp.

515,400

7,947

France - 9.5%

Accor SA

152,312

6,342

Alcatel SA sponsored ADR (a)(d)

1,240,800

18,128

AXA SA

536,360

11,612

BNP Paribas SA

284,281

19,408

Credit Agricole SA

84,800

2,493

Dassault Systemes SA

85,390

4,347

France Telecom SA

535,699

15,401

L'Oreal SA

60,934

4,168

Lagardere S.C.A. (Reg.)

31,200

2,016

Pernod-Ricard

71,400

9,914

Sanofi-Aventis sponsored ADR

391,100

14,275

Television Francaise 1 SA

72,200

2,180

Total SA Series B

172,197

35,913

Vivendi Universal SA sponsored ADR (a)

181,000

4,965

TOTAL FRANCE

151,162

Germany - 11.7%

Adidas-Salomon AG

42,589

5,970

Allianz AG (Reg.)

264,800

28,201

BASF AG

225,532

14,170

Bayerische Hypo-und Vereinsbank AG (a)

260,800

5,116

Bayerische Motoren Werke AG (BMW)

210,252

8,919

Deutsche Boerse AG

180,410

9,039

Deutsche Telekom AG:

(Reg.) (a)

487,600

9,396

sponsored ADR (a)

3,070,500

59,169

E.ON AG

54,379

4,435

Fresenius Medical Care AG

68,750

5,279

Infineon Technologies AG sponsored ADR (a)(d)

670,100

7,324

RWE AG

122,980

6,534

SAP AG sponsored ADR

191,400

8,163

Siemens AG sponsored ADR (d)

195,400

14,604

TOTAL GERMANY

186,319

Common Stocks - continued

Shares

Value (Note 1) (000s)

Hong Kong - 1.3%

Hong Kong Exchanges & Clearing Ltd.

1,484,000

$ 3,375

Hutchison Whampoa Ltd.

717,700

5,509

Techtronic Industries Co. Ltd.

4,939,500

9,836

Television Broadcasts Ltd.

470,000

2,011

TOTAL HONG KONG

20,731

India - 3.1%

Cipla Ltd.

870,574

5,363

Dr. Reddy's Laboratories Ltd.

124,200

2,058

HDFC Bank Ltd.

132,154

1,210

Housing Development Finance Corp. Ltd.

836,011

11,809

I-Flex Solutions Ltd.

376,606

4,951

Infosys Technologies Ltd.

259,363

10,906

National Thermal Power Corp.

137,700

188

Reliance Industries Ltd.

292,700

3,416

Satyam Computer Services Ltd.

953,946

7,872

State Bank of India

140,300

1,468

TOTAL INDIA

49,241

Italy - 1.0%

ENI Spa

662,391

15,159

Japan - 17.1%

Advantest Corp.

117,300

8,213

Aeon Co. Ltd.

696,300

11,158

Canon, Inc.

167,200

8,276

Daiwa Securities Group, Inc.

2,108,000

12,947

FamilyMart Co. Ltd.

208,900

5,616

Honda Motor Co. Ltd.

195,400

9,493

Ito Yokado Ltd.

244,400

8,775

JAFCO Co. Ltd.

187,000

9,630

KDDI Corp.

2,148

10,351

Kyocera Corp.

103,900

7,549

Mizuho Financial Group, Inc.

4,204

16,246

Murata Manufacturing Co. Ltd.

172,100

8,212

Nikko Cordial Corp.

3,239,000

14,506

Nitto Denko Corp.

89,900

4,273

Nomura Holdings, Inc.

1,594,000

19,399

ORIX Corp.

70,000

8,221

Ricoh Co. Ltd.

455,000

8,512

Rohm Co. Ltd.

81,300

8,358

Softbank Corp. (d)

271,300

12,304

Sumitomo Electric Industries Ltd.

643,000

6,106

Common Stocks - continued

Shares

Value (Note 1) (000s)

Japan - continued

Sumitomo Mitsui Financial Group, Inc. (d)

4,182

$ 27,225

TDK Corp.

101,900

7,086

Tokyo Electron Ltd.

283,700

15,413

Toyota Motor Corp.

476,800

18,497

Yahoo! Japan Corp. (a)

498

2,254

Yahoo! Japan Corp. New (a)

498

2,169

TOTAL JAPAN

270,789

Korea (South) - 3.4%

Honam Petrochemical Corp.

247,990

9,703

Hyundai Motor Co.

49,571

2,404

Kookmin Bank (a)

242,690

8,108

LG Electronics, Inc.

162,890

9,196

LG Petrochemical Co. Ltd.

134,100

3,258

Samsung Electro-Mechanics Co. Ltd. (a)

145,370

3,116

Samsung Electronics Co. Ltd.

32,480

12,751

Shinhan Financial Group Co. Ltd.

310,960

6,125

TOTAL KOREA (SOUTH)

54,661

Netherlands - 5.5%

Aegon NV

457,900

5,028

ASML Holding NV (a)

2,346,922

33,444

Buhrmann NV (d)

243,700

1,818

EADS NV

145,600

4,164

ING Groep NV (Certificaten Van Aandelen)

694,146

18,485

Unilever NV (NY Shares)

115,100

6,709

VNU NV

413,240

11,322

Wolters Kluwer NV (Certificaten Van Aandelen)

385,507

7,050

TOTAL NETHERLANDS

88,020

Portugal - 0.2%

Portugal Telecom SGPS SA (Reg.)

328,694

3,714

South Africa - 0.3%

Harmony Gold Mining Co. Ltd. sponsored ADR (d)

132,600

1,565

MTN Group Ltd.

670,893

3,665

TOTAL SOUTH AFRICA

5,230

Spain - 2.4%

Banco Bilbao Vizcaya Argentaria SA

631,200

9,941

Common Stocks - continued

Shares

Value (Note 1) (000s)

Spain - continued

Banco Santander Central Hispano SA

912,460

$ 10,201

Telefonica SA

1,091,827

18,135

TOTAL SPAIN

38,277

Sweden - 0.7%

Telefonaktiebolaget LM Ericsson ADR (a)

391,100

11,307

Switzerland - 6.6%

ABB Ltd. (Reg.) (a)

508,247

2,946

Actelion Ltd. (Reg.) (a)

16,470

1,890

Compagnie Financiere Richemont unit

235,584

6,700

Credit Suisse Group (Reg.)

463,459

15,883

Nestle SA (Reg.)

24,048

5,706

Novartis AG (Reg.)

523,421

25,129

Phonak Holding AG

64,028

2,011

Roche Holding AG (participation certificate)

171,335

17,567

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

3,320

2,122

UBS AG (Reg.)

332,113

24,075

TOTAL SWITZERLAND

104,029

Taiwan - 2.3%

Hon Hai Precision Industries Co. Ltd.

1,672,328

6,150

Quanta Computer, Inc.

2,227,269

3,596

Taiwan Semiconductor Manufacturing Co. Ltd.

1,424,000

1,865

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

496,300

3,757

United Microelectronics Corp. (a)

24,434,400

14,758

United Microelectronics Corp. sponsored ADR (a)(d)

977,236

3,420

Yageo Corp. (a)

7,392,000

2,453

TOTAL TAIWAN

35,999

United Kingdom - 16.5%

3i Group PLC

497,653

5,327

AstraZeneca PLC (United Kingdom)

375,200

15,458

BHP Billiton PLC

757,202

7,702

BP PLC

2,256,508

21,907

British Sky Broadcasting Group PLC (BSkyB)

233,600

2,183

Carphone Warehouse Group PLC

705,353

2,158

Dixons Group PLC

2,010,900

6,347

Enterprise Inns PLC

591,400

6,727

Hilton Group PLC

746,600

3,536

HSBC Holdings PLC (United Kingdom) (Reg.)

1,958,283

31,736

ITV PLC

3,268,008

6,426

Kesa Electricals PLC

1,082,214

5,409

Common Stocks - continued

Shares

Value (Note 1) (000s)

United Kingdom - continued

Man Group PLC

461,197

$ 11,077

mmO2 PLC (a)

488,300

944

Prudential PLC

659,911

4,857

Reckitt Benckiser PLC

250,500

6,877

Reuters Group PLC

720,900

4,912

Rio Tinto PLC (Reg.)

586,218

15,579

Royal Bank of Scotland Group PLC

183,700

5,418

Shire Pharmaceuticals Group PLC sponsored ADR

181,700

5,160

Smith & Nephew PLC

1,355,700

11,724

Tesco PLC

1,160,511

6,121

Vodafone Group PLC

25,285,079

65,217

Xstrata PLC

276,100

4,287

Yell Group PLC

788,000

5,300

TOTAL UNITED KINGDOM

262,389

United States of America - 1.7%

ENSCO International, Inc.

60,700

1,854

Freeport-McMoRan Copper & Gold, Inc. Class B

186,000

6,737

Phelps Dodge Corp.

60,200

5,270

Synthes, Inc.

58,774

6,282

Telewest Global, Inc. (a)

579,631

7,129

TOTAL UNITED STATES OF AMERICA

27,272

TOTAL COMMON STOCKS

(Cost $1,402,593)

1,489,661

Nonconvertible Preferred Stocks - 0.2%

Germany - 0.2%

Fresenius Medical Care AG
(Cost $2,118)

49,030

2,684

Government Obligations - 0.6%

Principal Amount (000s)

Japan - 0.6%

Japan Government 0.1% 8/20/05
(Cost $9,200)

JPY

1,014,000

9,587

Money Market Funds - 9.5%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 1.79% (b)

92,640,971

$ 92,641

Fidelity Securities Lending Cash Central Fund, 1.77% (b)(c)

58,866,789

58,867

TOTAL MONEY MARKET FUNDS

(Cost $151,508)

151,508

Cash Equivalents - 0.0%

Maturity Amount (000s)

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.8%, dated 10/29/04 due 11/1/04)
(Cost $25)

$ 25

25

TOTAL INVESTMENT PORTFOLIO - 104.1%

(Cost $1,565,444)

1,653,465

NET OTHER ASSETS - (4.1)%

(65,779)

NET ASSETS - 100%

$ 1,587,686

Currency Abbreviations

JPY

-

Japanese yen

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

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

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

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $242,306,000 of which $97,325,000 and $144,981,000 will expire on October 31, 2009 and 2010, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $56,467 and repurchase agreements of $25)(cost $1,565,444) - See accompanying schedule

$ 1,653,465

Foreign currency held at value (cost $1,439)

1,458

Receivable for investments sold

37,323

Receivable for fund shares sold

1,281

Dividends receivable

1,717

Interest receivable

81

Other affiliated receivables

1

Other receivables

214

Total assets

1,695,540

Liabilities

Payable for investments purchased

$ 39,849

Payable for fund shares redeemed

6,401

Accrued management fee

740

Distribution fees payable

592

Other affiliated payables

374

Other payables and accrued expenses

1,031

Collateral on securities loaned, at value

58,867

Total liabilities

107,854

Net Assets

$ 1,587,686

Net Assets consist of:

Paid in capital

$ 1,753,076

Undistributed net investment income

897

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

(253,745)

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

87,458

Net Assets

$ 1,587,686

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($115,029 ÷ 7,255 shares)

$ 15.86

Maximum offering price per share (100/94.25 of $15.86)

$ 16.83

Class T:
Net Asset Value
and redemption price per share ($1,181,280 ÷ 73,406 shares)

$ 16.09

Maximum offering price per share (100/96.50 of $16.09)

$ 16.67

Class B:
Net Asset Value
and offering price per share
($56,748 ÷ 3,719 shares) A

$ 15.26

Class C:
Net Asset Value
and offering price per share
($40,265 ÷ 2,593 shares) A

$ 15.53

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($194,364 ÷ 12,083 shares)

$ 16.09

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

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

Annual Report

Statement of Operations

Amounts in thousands

Year ended October 31, 2004

Investment Income

Dividends

$ 24,272

Interest

1,633

Security lending

881

26,786

Less foreign taxes withheld

(2,748)

Total income

24,038

Expenses

Management fee
Basic fee

$ 11,186

Performance adjustment

(1,345)

Transfer agent fees

3,743

Distribution fees

7,243

Accounting and security lending fees

751

Non-interested trustees' compensation

9

Custodian fees and expenses

588

Registration fees

155

Audit

73

Legal

9

Miscellaneous

292

Total expenses before reductions

22,704

Expense reductions

(665)

22,039

Net investment income (loss)

1,999

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities (net of foreign taxes of $172)

144,693

Foreign currency transactions

99

Total net realized gain (loss)

144,792

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $846)

66

Assets and liabilities in foreign currencies

(114)

Total change in net unrealized appreciation (depreciation)

(48)

Net gain (loss)

144,744

Net increase (decrease) in net assets resulting from operations

$ 146,743

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,999

$ 3,205

Net realized gain (loss)

144,792

63,148

Change in net unrealized appreciation (depreciation)

(48)

254,392

Net increase (decrease) in net assets resulting
from operations

146,743

320,745

Distributions to shareholders from net investment income

(9,233)

-

Share transactions - net increase (decrease)

98,813

(95,223)

Redemption fees

19

-

Total increase (decrease) in net assets

236,342

225,522

Net Assets

Beginning of period

1,351,344

1,125,822

End of period (including undistributed net investment income of $897 and undistributed net investment income of $5,713, respectively)

$ 1,587,686

$ 1,351,344

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.41

$ 11.01

$ 12.90

$ 19.88

$ 20.59

Income from Investment Operations

Net investment income (loss) C

.04 G

.05

.01

.06

.06 D

Net realized and unrealized gain (loss)

1.54

3.35

(1.90)

(4.89)

.38

Total from investment operations

1.58

3.40

(1.89)

(4.83)

.44

Distributions from net investment income

(.13)

-

-

(.43)

(.08)

Distributions in excess of net investment income

-

-

-

-

(.09)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.13)

-

-

(2.15)

(1.15)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 15.86

$ 14.41

$ 11.01

$ 12.90

$ 19.88

Total Return A, B

11.03%

30.88%

(14.65)%

(27.16)%

1.78%

Ratios to Average Net Assets E

Expenses before expense reductions

1.36%

1.34%

1.56%

1.46%

1.49%

Expenses net of voluntary waivers, if any

1.36%

1.34%

1.56%

1.46%

1.49%

Expenses net of all reductions

1.32%

1.30%

1.52%

1.41%

1.46%

Net investment income (loss)

.24% G

.43%

.07%

.40%

.28%

Supplemental Data

Net assets, end of period (in millions)

$ 115

$ 68

$ 44

$ 46

$ 44

Portfolio turnover rate

85%

99%

73%

99%

132%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been .21%.

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

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.61

$ 11.18

$ 13.11

$ 20.13

$ 20.83

Income from Investment Operations

Net investment income (loss) C

.02G

.04

(.01)

.04

.02 D

Net realized and unrealized gain (loss)

1.56

3.39

(1.92)

(4.99)

.39

Total from investment operations

1.58

3.43

(1.93)

(4.95)

.41

Distributions from net investment income

(.10)

-

-

(.35)

(.06)

Distributions in excess of net investment income

-

-

-

-

(.07)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.10)

-

-

(2.07)

(1.11)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 16.09

$ 14.61

$ 11.18

$ 13.11

$ 20.13

Total Return A, B

10.86%

30.68%

(14.72)%

(27.33)%

1.62%

Ratios to Average Net Assets E

Expenses before expense reductions

1.48%

1.46%

1.68%

1.62%

1.67%

Expenses net of voluntary waivers, if any

1.48%

1.46%

1.68%

1.62%

1.67%

Expenses net of all reductions

1.43%

1.42%

1.64%

1.57%

1.65%

Net investment income (loss)

.12%G

.31%

(.05)%

.24%

.10%

Supplemental Data

Net assets, end of period (in millions)

$ 1,181

$ 1,114

$ 928

$ 1,185

$ 1,678

Portfolio turnover rate

85%

99%

73%

99%

132%

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

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been .09%.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 13.87

$ 10.71

$ 12.63

$ 19.49

$ 20.25

Income from Investment Operations

Net investment income (loss) C

(.10)G

(.06)

(.08)

(.06)

(.11) D

Net realized and unrealized gain (loss)

1.50

3.22

(1.84)

(4.83)

.39

Total from investment operations

1.40

3.16

(1.92)

(4.89)

.28

Distributions from net investment income

(.01)

-

-

(.25)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.03)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.01)

-

-

(1.97)

(1.04)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 15.26

$ 13.87

$ 10.71

$ 12.63

$ 19.49

Total Return A, B

10.10%

29.51%

(15.20)%

(27.83)%

1.02%

Ratios to Average Net Assets E

Expenses before expense reductions

2.25%

2.27%

2.43%

2.27%

2.27%

Expenses net of voluntary waivers, if any

2.25%

2.27%

2.30%

2.27%

2.27%

Expenses net of all reductions

2.21%

2.22%

2.26%

2.23%

2.25%

Net investment income (loss)

(.65)%G

(.49)%

(.66)%

(.42)%

(.50)%

Supplemental Data

Net assets, end of period (in millions)

$ 57

$ 59

$ 53

$ 80

$ 125

Portfolio turnover rate

85%

99%

73%

99%

132%

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

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

C Calculated based on average shares outstanding during the period.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been (.68)%.

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

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.11

$ 10.88

$ 12.84

$ 19.80

$ 20.58

Income from Investment Operations

Net investment income (loss) C

(.08) G

(.05)

(.08)

(.05)

(.10) D

Net realized and unrealized gain (loss)

1.52

3.28

(1.88)

(4.89)

.39

Total from investment operations

1.44

3.23

(1.96)

(4.94)

.29

Distributions from net investment income

(.02)

-

-

(.30)

(.04)

Distributions in excess of net investment income

-

-

-

-

(.05)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.02)

-

-

(2.02)

(1.07)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 15.53

$ 14.11

$ 10.88

$ 12.84

$ 19.80

Total Return A, B

10.21%

29.69%

(15.26)%

(27.70)%

1.05%

Ratios to Average Net Assets E

Expenses before expense reductions

2.14%

2.17%

2.34%

2.19%

2.22%

Expenses net of voluntary waivers, if any

2.14%

2.17%

2.30%

2.19%

2.22%

Expenses net of all reductions

2.10%

2.13%

2.26%

2.14%

2.20%

Net investment income (loss)

(.54)% G

(.40)%

(.66)%

(.34)%

(.45)%

Supplemental Data

Net assets, end of period (in millions)

$ 40

$ 41

$ 36

$ 52

$ 76

Portfolio turnover rate

85%

99%

73%

99%

132%

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

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

C Calculated based on average shares outstanding during the period.

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

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been (.57)%.

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

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.60

$ 11.11

$ 12.97

$ 19.95

$ 20.62

Income from Investment Operations

Net investment income (loss) B

.10F

.10

.06

.12

.14 C

Net realized and unrealized gain (loss)

1.56

3.39

(1.92)

(4.91)

.38

Total from investment operations

1.66

3.49

(1.86)

(4.79)

.52

Distributions from net investment income

(.17)

-

-

(.47)

(.10)

Distributions in excess of net investment income

-

-

-

-

(.11)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.17)

-

-

(2.19)

(1.19)

Redemption fees added to paid in capital B

- E

-

-

-

-

Net asset value, end of period

$ 16.09

$ 14.60

$ 11.11

$ 12.97

$ 19.95

Total Return A

11.46%

31.41%

(14.34)%

(26.89)%

2.18%

Ratios to Average Net Assets D

Expenses before expense reductions

.98%

.93%

1.14%

1.06%

1.13%

Expenses net of voluntary waivers, if any

.98%

.93%

1.14%

1.06%

1.13%

Expenses net of all reductions

.93%

.89%

1.10%

1.02%

1.11%

Net investment income (loss)

.62%F

.84%

.49%

.79%

.63%

Supplemental Data

Net assets, end of period (in millions)

$ 194

$ 69

$ 63

$ 69

$ 90

Portfolio turnover rate

85%

99%

73%

99%

132%

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

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.04 per share.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

F Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been .59%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Advisor Overseas Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Security Valuation - continued

course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), redemptions in-kind, market discount, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 181,082

Unrealized depreciation

(110,875)

Net unrealized appreciation (depreciation)

70,207

Undistributed ordinary income

6,708

Capital loss carryforward

(242,306)

Cost for federal income tax purposes

$ 1,583,258

The tax character of distributions paid was as follows:

October 31,
2004

October 31,
2003

Ordinary Income

$ 9,233

$ -

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions,

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

2. Operating Policies - continued

Repurchase Agreements - continued

in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $1,353,035 and $1,218,379, respectively.

Securities delivered on an in-kind basis aggregated $84,044. Realized gain (loss) of $20,499 on securities delivered on an in-kind basis is included in the accompanying Statement of Operations as realized gain or loss on investment securities and is not taxable to the fund.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the fund and providing shareholder support services. For the period, the

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 255

$ -

Class T

.25%

.25%

5,925

33

Class B

.75%

.25%

619

464

Class C

.75%

.25%

444

46

$ 7,243

$ 543

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 31

Class T

21

Class B*

107

Class C*

3

$ 162

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports except proxy statements. For the period, the total transfer agent fees paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 362

.36

Class T

2,585

.22

Class B

303

.49

Class C

168

.38

Institutional Class

325

.22

$ 3,743

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.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $1,052 for the period.

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 $4 for the period.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period, there were no borrowings on this line of credit.

Annual Report

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $663 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 $2.

8. Other Information.

At the end of the period, one otherwise unaffiliated shareholder was the owner of record of 28% of the total outstanding shares of the fund.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Class A

$ 690

$ -

Class T

7,601

-

Class B

43

-

Class C

60

-

Institutional Class

839

-

Total

$ 9,233

$ -

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares
Years ended October 31,

Dollars
Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

7,000

12,415

$ 108,791

$ 145,269

Reinvestment of distributions

42

-

626

-

Shares redeemed

(4,530)

(11,712)

(70,180)

(137,635)

Net increase (decrease)

2,512

703

$ 39,237

$ 7,634

Class T

Shares sold

24,989

40,894

$ 393,254

$ 489,390

Reinvestment of distributions

495

-

7,425

-

Shares redeemed

(28,317)

(47,699)

(445,467)

(568,651)

Net increase (decrease)

(2,833)

(6,805)

$ (44,788)

$ (79,261)

Class B

Shares sold

620

460

$ 9,320

$ 5,148

Reinvestment of distributions

3

-

38

-

Shares redeemed

(1,179)

(1,176)

(17,557)

(12,818)

Net increase (decrease)

(556)

(716)

$ (8,199)

$ (7,670)

Class C

Shares sold

667

1,424

$ 10,090

$ 16,568

Reinvestment of distributions

4

-

52

-

Shares redeemed

(957)

(1,891)

(14,442)

(21,771)

Net increase (decrease)

(286)

(467)

$ (4,300)

$ (5,203)

Institutional Class

Shares sold

9,569

7,107

$ 152,454

$ 81,168

Reinvestment of distributions

35

-

515

-

Shares redeemed

(2,281)

(8,025)

(36,106)

(91,891)

Net increase (decrease)

7,323

(918)

$ 116,863

$ (10,723)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Overseas Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Overseas Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Overseas Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Overseas (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

Correspondence intended for each non-interested Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/
consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003).
He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Overseas. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Richard R. Mace, Jr. (42)

Year of Election or Appointment: 1996

Vice President of Advisor Overseas. Mr. Mace is also Vice President of other funds advised by FMR.

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Overseas. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Overseas. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Overseas. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Overseas. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Overseas. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Overseas. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

Deputy Treasurer of Advisor Overseas. Ms. Monasterio also serves as Deputy Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

John H. Costello (58)

Year of Election or Appointment: 1990

Assistant Treasurer of Advisor Overseas. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Overseas. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Overseas. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Overseas. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Overseas. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Overseas. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

The Board of Trustees of Fidelity Advisor Overseas Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/04

12/03/04

$.10

$.06

Institutional Class designates 3% of the dividend distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Institutional Class designates 100 % of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Institutional Class

12/08/03

$.096

$.019

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

733,067,475.10

85.986

Against

43,527,877.28

5.105

Abstain

26,929,202.66

3.159

Broker
Non-Votes

49,020,125.55

5.750

TOTAL

852,544,680.59

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

OSI-UANN-1204
1.784768.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor

Overseas

Fund - Class A, Class T, Class B and Class C

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

A summary of major shifts in the fund's investments over the past six months.

Investments

11

A complete list of the fund's investments with their market values.

Financial Statements

18

Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

27

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

35

Trustees and Officers

36

Distributions

48

Proxy Voting Results

49

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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 fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) 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. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75%
sales charge)A

4.65%

-2.82%

4.04%

Class T (incl. 3.50%
sales charge)

6.98%

-2.51%

4.18%

Class B (incl. contingent
deferred sales charge)B

5.10%

-2.83%

4.13%

Class C (incl. contingent
deferred sales charge)C

9.21%

-2.42%

3.96%

A Class A's 12b-1 fee may have ranged over time between 0.25% and 0.35%, as an equivalent amount of brokerage commissions of up to 0.10% of the class's average net assets may have been used to promote the sale of class shares. This practice has been discontinued and no commissions incurred after June 30, 2003 have been used to pay distribution expenses. Class A's 12b-1 plan currently authorizes a 0.25% 12b-1 fee. The initial offering of Class A shares took place on September 3, 1996. Returns prior to September 3, 1996 are those of Class T, the original class of the fund, and reflect a 0.50% 12b-1 fee (0.65% prior to January 1, 1996).

B Class B shares bear a 1.00% 12b-1 fee that is reflected in returns after July 3, 1995. The initial offering of Class B shares took place on July 3, 1995. Returns prior to July 3, 1995 are those of Class T, the original class of the fund, and reflect a 0.65% 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to July 3, 1995 would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five year, and past 10 year total return figures are 5%, 2%, and 0%, respectively.

C Class C shares bear a 1.00% 12b-1 fee that is reflected in returns after July 3, 1995. The initial offering of Class C shares took place on November 3, 1997. Returns between July 3, 1995 and November 3, 1997 are those of Class B shares and reflect Class B shares' 1.00% 12b-1 fee. Returns prior to July 3, 1995 are those of Class T, the original class of the fund, and reflect a 0.65% 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to July 3, 1995 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five year, and past 10 year total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Overseas Fund - Class T on October 31, 1994, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have grown, and also shows how the MSCI® EAFE® Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Rick Mace, Portfolio Manager of Fidelity® Advisor Overseas Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12 months ending October 31, 2004, Fidelity Advisor Overseas Fund's Class A, Class T, Class B and Class C shares returned 11.03%, 10.86%, 10.10% and 10.21%, respectively, trailing the LipperSM International Funds Average, which rose 16.12%, as well as the MSCI EAFE index, which advanced 19.00%. The fund's overweighting in two poor-performing market groups - semiconductors and diversified financials - caused the bulk of its performance shortfall relative to the index. Notable detractors included Japanese semiconductor equipment manufacturer Tokyo Electron and Taiwanese chip maker United Microelectronics, as well as Japanese brokerage stocks Nikko Cordial and Nomura Holdings. On the positive side of the ledger, overweighting strong-performing energy stocks relative to the index was helpful. Growing worldwide demand for oil, coupled with supply shortages and geopolitical concerns, sent oil prices and energy company profits soaring. France-based energy producer Total SA and Canada's Talisman Energy were noteworthy standouts for the fund. Elsewhere, good security selection in the telecommunication services sector helped offset some of the fund's weakness in other areas. Holdings in U.K.-based mobile communications provider mmO2 and Germany-based Deutsche Telekom AG performed quite well.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 1,005.70

$ 6.86

HypotheticalA

$ 1,000.00

$ 1,018.08

$ 6.92

Class T

Actual

$ 1,000.00

$ 1,004.40

$ 7.31

HypotheticalA

$ 1,000.00

$ 1,017.62

$ 7.38

Class B

Actual

$ 1,000.00

$ 1,000.70

$ 11.21**

HypotheticalA

$ 1,000.00

$ 1,013.65

$ 11.35**

Class C

Actual

$ 1,000.00

$ 1,001.90

$ 10.67

HypotheticalA

$ 1,000.00

$ 1,014.21

$ 10.79

Institutional Class

Actual

$ 1,000.00

$ 1,007.50

$ 4.89

HypotheticalA

$ 1,000.00

$ 1,020.06

$ 4.94

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.36%

Class T

1.45%

Class B

2.23% **

Class C

2.12%

Institutional Class

.97%

** If fees effective January 1, 2005, had been in effect during the period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

Annualized
Expense Ratio

Expenses
Paid

Class B

Actual

2.14%

$ 10.76

HypotheticalA

$ 10.89

A 5% return per year before expenses

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Deutsche Telekom AG (Germany, Diversified Telecommunication Services)

4.3

0.6

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

4.1

2.4

Total SA Series B (France, Oil & Gas)

2.3

2.5

ASML Holding NV (Netherlands, Semiconductors & Semiconductor Equipment)

2.1

1.4

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

2.0

0.4

14.8

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.5

25.0

Information Technology

16.7

14.4

Telecommunication Services

13.1

6.4

Consumer Discretionary

10.2

12.0

Health Care

8.4

8.2

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Japan

17.7

20.6

United Kingdom

16.5

14.7

Germany

11.9

6.3

France

9.5

8.0

Switzerland

6.6

6.0

Percentages are adjusted for the effect of open futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 94.0%

Stocks 89.2%

Bonds 0.6%

Bonds 0.6%

Short-Term
Investments and
Net Other Assets 5.4%

Short-Term
Investments and
Net Other Assets 10.2%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 93.8%

Shares

Value (Note 1) (000s)

Australia - 1.7%

CSL Ltd.

518,367

$ 11,178

News Corp. Ltd. sponsored ADR

497,700

15,648

TOTAL AUSTRALIA

26,826

Belgium - 0.4%

Fortis

236,900

6,036

Bermuda - 0.1%

Golar LNG Ltd. (a)

53,600

851

Brazil - 3.1%

Aracruz Celulose SA sponsored ADR

218,400

7,356

Banco Bradesco SA sponsored ADR

122,000

7,426

Banco Itau Holding Financeira SA sponsored ADR

99,900

6,044

Embraer - Empresa Brasileira de Aeronautica SA sponsored ADR

227,100

6,027

Tele Norte Leste Participacoes SA ADR

356,200

4,659

Telebras sponsored ADR

165,000

4,349

Uniao de Bancos Brasileiros SA (Unibanco) GDR (d)

265,800

7,030

Votorantim Celulose e Papel SA sponsored ADR

190,300

6,575

TOTAL BRAZIL

49,466

Canada - 3.4%

Alcan, Inc.

46,900

2,170

Canadian Natural Resources Ltd.

100,700

4,240

Celestica, Inc. (sub. vtg.) (a)

233,600

3,393

EnCana Corp.

289,300

14,348

Nortel Networks Corp. (a)

1,067,300

3,618

Research in Motion Ltd. (a)

65,000

5,730

Talisman Energy, Inc.

691,000

18,554

Tembec, Inc. (a)

228,300

1,488

TOTAL CANADA

53,541

China - 0.7%

BYD Co. Ltd. (H Shares)

506,000

1,424

China Telecom Corp. Ltd. sponsored ADR

150,200

4,812

Global Bio-Chem Technology Group Co. Ltd.

4,814,000

3,773

Global Bio-Chem Technology Group Co. Ltd. warrants 5/31/07 (a)

394,000

27

People's Food Holdings Ltd.

1,259,000

878

TOTAL CHINA

10,914

Denmark - 0.6%

Coloplast AS Series B

19,550

1,946

Common Stocks - continued

Shares

Value (Note 1) (000s)

Denmark - continued

Danske Bank AS

121,950

$ 3,418

Novo Nordisk AS Series B

88,600

4,417

TOTAL DENMARK

9,781

Finland - 0.5%

Nokia Corp.

515,400

7,947

France - 9.5%

Accor SA

152,312

6,342

Alcatel SA sponsored ADR (a)(d)

1,240,800

18,128

AXA SA

536,360

11,612

BNP Paribas SA

284,281

19,408

Credit Agricole SA

84,800

2,493

Dassault Systemes SA

85,390

4,347

France Telecom SA

535,699

15,401

L'Oreal SA

60,934

4,168

Lagardere S.C.A. (Reg.)

31,200

2,016

Pernod-Ricard

71,400

9,914

Sanofi-Aventis sponsored ADR

391,100

14,275

Television Francaise 1 SA

72,200

2,180

Total SA Series B

172,197

35,913

Vivendi Universal SA sponsored ADR (a)

181,000

4,965

TOTAL FRANCE

151,162

Germany - 11.7%

Adidas-Salomon AG

42,589

5,970

Allianz AG (Reg.)

264,800

28,201

BASF AG

225,532

14,170

Bayerische Hypo-und Vereinsbank AG (a)

260,800

5,116

Bayerische Motoren Werke AG (BMW)

210,252

8,919

Deutsche Boerse AG

180,410

9,039

Deutsche Telekom AG:

(Reg.) (a)

487,600

9,396

sponsored ADR (a)

3,070,500

59,169

E.ON AG

54,379

4,435

Fresenius Medical Care AG

68,750

5,279

Infineon Technologies AG sponsored ADR (a)(d)

670,100

7,324

RWE AG

122,980

6,534

SAP AG sponsored ADR

191,400

8,163

Siemens AG sponsored ADR (d)

195,400

14,604

TOTAL GERMANY

186,319

Common Stocks - continued

Shares

Value (Note 1) (000s)

Hong Kong - 1.3%

Hong Kong Exchanges & Clearing Ltd.

1,484,000

$ 3,375

Hutchison Whampoa Ltd.

717,700

5,509

Techtronic Industries Co. Ltd.

4,939,500

9,836

Television Broadcasts Ltd.

470,000

2,011

TOTAL HONG KONG

20,731

India - 3.1%

Cipla Ltd.

870,574

5,363

Dr. Reddy's Laboratories Ltd.

124,200

2,058

HDFC Bank Ltd.

132,154

1,210

Housing Development Finance Corp. Ltd.

836,011

11,809

I-Flex Solutions Ltd.

376,606

4,951

Infosys Technologies Ltd.

259,363

10,906

National Thermal Power Corp.

137,700

188

Reliance Industries Ltd.

292,700

3,416

Satyam Computer Services Ltd.

953,946

7,872

State Bank of India

140,300

1,468

TOTAL INDIA

49,241

Italy - 1.0%

ENI Spa

662,391

15,159

Japan - 17.1%

Advantest Corp.

117,300

8,213

Aeon Co. Ltd.

696,300

11,158

Canon, Inc.

167,200

8,276

Daiwa Securities Group, Inc.

2,108,000

12,947

FamilyMart Co. Ltd.

208,900

5,616

Honda Motor Co. Ltd.

195,400

9,493

Ito Yokado Ltd.

244,400

8,775

JAFCO Co. Ltd.

187,000

9,630

KDDI Corp.

2,148

10,351

Kyocera Corp.

103,900

7,549

Mizuho Financial Group, Inc.

4,204

16,246

Murata Manufacturing Co. Ltd.

172,100

8,212

Nikko Cordial Corp.

3,239,000

14,506

Nitto Denko Corp.

89,900

4,273

Nomura Holdings, Inc.

1,594,000

19,399

ORIX Corp.

70,000

8,221

Ricoh Co. Ltd.

455,000

8,512

Rohm Co. Ltd.

81,300

8,358

Softbank Corp. (d)

271,300

12,304

Sumitomo Electric Industries Ltd.

643,000

6,106

Common Stocks - continued

Shares

Value (Note 1) (000s)

Japan - continued

Sumitomo Mitsui Financial Group, Inc. (d)

4,182

$ 27,225

TDK Corp.

101,900

7,086

Tokyo Electron Ltd.

283,700

15,413

Toyota Motor Corp.

476,800

18,497

Yahoo! Japan Corp. (a)

498

2,254

Yahoo! Japan Corp. New (a)

498

2,169

TOTAL JAPAN

270,789

Korea (South) - 3.4%

Honam Petrochemical Corp.

247,990

9,703

Hyundai Motor Co.

49,571

2,404

Kookmin Bank (a)

242,690

8,108

LG Electronics, Inc.

162,890

9,196

LG Petrochemical Co. Ltd.

134,100

3,258

Samsung Electro-Mechanics Co. Ltd. (a)

145,370

3,116

Samsung Electronics Co. Ltd.

32,480

12,751

Shinhan Financial Group Co. Ltd.

310,960

6,125

TOTAL KOREA (SOUTH)

54,661

Netherlands - 5.5%

Aegon NV

457,900

5,028

ASML Holding NV (a)

2,346,922

33,444

Buhrmann NV (d)

243,700

1,818

EADS NV

145,600

4,164

ING Groep NV (Certificaten Van Aandelen)

694,146

18,485

Unilever NV (NY Shares)

115,100

6,709

VNU NV

413,240

11,322

Wolters Kluwer NV (Certificaten Van Aandelen)

385,507

7,050

TOTAL NETHERLANDS

88,020

Portugal - 0.2%

Portugal Telecom SGPS SA (Reg.)

328,694

3,714

South Africa - 0.3%

Harmony Gold Mining Co. Ltd. sponsored ADR (d)

132,600

1,565

MTN Group Ltd.

670,893

3,665

TOTAL SOUTH AFRICA

5,230

Spain - 2.4%

Banco Bilbao Vizcaya Argentaria SA

631,200

9,941

Common Stocks - continued

Shares

Value (Note 1) (000s)

Spain - continued

Banco Santander Central Hispano SA

912,460

$ 10,201

Telefonica SA

1,091,827

18,135

TOTAL SPAIN

38,277

Sweden - 0.7%

Telefonaktiebolaget LM Ericsson ADR (a)

391,100

11,307

Switzerland - 6.6%

ABB Ltd. (Reg.) (a)

508,247

2,946

Actelion Ltd. (Reg.) (a)

16,470

1,890

Compagnie Financiere Richemont unit

235,584

6,700

Credit Suisse Group (Reg.)

463,459

15,883

Nestle SA (Reg.)

24,048

5,706

Novartis AG (Reg.)

523,421

25,129

Phonak Holding AG

64,028

2,011

Roche Holding AG (participation certificate)

171,335

17,567

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

3,320

2,122

UBS AG (Reg.)

332,113

24,075

TOTAL SWITZERLAND

104,029

Taiwan - 2.3%

Hon Hai Precision Industries Co. Ltd.

1,672,328

6,150

Quanta Computer, Inc.

2,227,269

3,596

Taiwan Semiconductor Manufacturing Co. Ltd.

1,424,000

1,865

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

496,300

3,757

United Microelectronics Corp. (a)

24,434,400

14,758

United Microelectronics Corp. sponsored ADR (a)(d)

977,236

3,420

Yageo Corp. (a)

7,392,000

2,453

TOTAL TAIWAN

35,999

United Kingdom - 16.5%

3i Group PLC

497,653

5,327

AstraZeneca PLC (United Kingdom)

375,200

15,458

BHP Billiton PLC

757,202

7,702

BP PLC

2,256,508

21,907

British Sky Broadcasting Group PLC (BSkyB)

233,600

2,183

Carphone Warehouse Group PLC

705,353

2,158

Dixons Group PLC

2,010,900

6,347

Enterprise Inns PLC

591,400

6,727

Hilton Group PLC

746,600

3,536

HSBC Holdings PLC (United Kingdom) (Reg.)

1,958,283

31,736

ITV PLC

3,268,008

6,426

Kesa Electricals PLC

1,082,214

5,409

Common Stocks - continued

Shares

Value (Note 1) (000s)

United Kingdom - continued

Man Group PLC

461,197

$ 11,077

mmO2 PLC (a)

488,300

944

Prudential PLC

659,911

4,857

Reckitt Benckiser PLC

250,500

6,877

Reuters Group PLC

720,900

4,912

Rio Tinto PLC (Reg.)

586,218

15,579

Royal Bank of Scotland Group PLC

183,700

5,418

Shire Pharmaceuticals Group PLC sponsored ADR

181,700

5,160

Smith & Nephew PLC

1,355,700

11,724

Tesco PLC

1,160,511

6,121

Vodafone Group PLC

25,285,079

65,217

Xstrata PLC

276,100

4,287

Yell Group PLC

788,000

5,300

TOTAL UNITED KINGDOM

262,389

United States of America - 1.7%

ENSCO International, Inc.

60,700

1,854

Freeport-McMoRan Copper & Gold, Inc. Class B

186,000

6,737

Phelps Dodge Corp.

60,200

5,270

Synthes, Inc.

58,774

6,282

Telewest Global, Inc. (a)

579,631

7,129

TOTAL UNITED STATES OF AMERICA

27,272

TOTAL COMMON STOCKS

(Cost $1,402,593)

1,489,661

Nonconvertible Preferred Stocks - 0.2%

Germany - 0.2%

Fresenius Medical Care AG
(Cost $2,118)

49,030

2,684

Government Obligations - 0.6%

Principal Amount (000s)

Japan - 0.6%

Japan Government 0.1% 8/20/05
(Cost $9,200)

JPY

1,014,000

9,587

Money Market Funds - 9.5%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 1.79% (b)

92,640,971

$ 92,641

Fidelity Securities Lending Cash Central Fund, 1.77% (b)(c)

58,866,789

58,867

TOTAL MONEY MARKET FUNDS

(Cost $151,508)

151,508

Cash Equivalents - 0.0%

Maturity Amount (000s)

Investments in repurchase agreements (Collateralized by U.S. Treasury Obligations, in a joint trading account at 1.8%, dated 10/29/04 due 11/1/04)
(Cost $25)

$ 25

25

TOTAL INVESTMENT PORTFOLIO - 104.1%

(Cost $1,565,444)

1,653,465

NET OTHER ASSETS - (4.1)%

(65,779)

NET ASSETS - 100%

$ 1,587,686

Currency Abbreviations

JPY

-

Japanese yen

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Includes investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $242,306,000 of which $97,325,000 and $144,981,000 will expire on October 31, 2009 and 2010, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $56,467 and repurchase agreements of $25)(cost $1,565,444) - See accompanying schedule

$ 1,653,465

Foreign currency held at value (cost $1,439)

1,458

Receivable for investments sold

37,323

Receivable for fund shares sold

1,281

Dividends receivable

1,717

Interest receivable

81

Other affiliated receivables

1

Other receivables

214

Total assets

1,695,540

Liabilities

Payable for investments purchased

$ 39,849

Payable for fund shares redeemed

6,401

Accrued management fee

740

Distribution fees payable

592

Other affiliated payables

374

Other payables and accrued expenses

1,031

Collateral on securities loaned, at value

58,867

Total liabilities

107,854

Net Assets

$ 1,587,686

Net Assets consist of:

Paid in capital

$ 1,753,076

Undistributed net investment income

897

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(253,745)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

87,458

Net Assets

$ 1,587,686

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($115,029 ÷ 7,255 shares)

$ 15.86

Maximum offering price per share (100/94.25 of $15.86)

$ 16.83

Class T:
Net Asset Value
and redemption price per share ($1,181,280 ÷ 73,406 shares)

$ 16.09

Maximum offering price per share (100/96.50 of $16.09)

$ 16.67

Class B:
Net Asset Value
and offering price per share
($56,748 ÷ 3,719 shares) A

$ 15.26

Class C:
Net Asset Value
and offering price per share
($40,265 ÷ 2,593 shares) A

$ 15.53

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($194,364 ÷ 12,083 shares)

$ 16.09

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

Amounts in thousands

Year ended October 31, 2004

Investment Income

Dividends

$ 24,272

Interest

1,633

Security lending

881

26,786

Less foreign taxes withheld

(2,748)

Total income

24,038

Expenses

Management fee
Basic fee

$ 11,186

Performance adjustment

(1,345)

Transfer agent fees

3,743

Distribution fees

7,243

Accounting and security lending fees

751

Non-interested trustees' compensation

9

Custodian fees and expenses

588

Registration fees

155

Audit

73

Legal

9

Miscellaneous

292

Total expenses before reductions

22,704

Expense reductions

(665)

22,039

Net investment income (loss)

1,999

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities (net of foreign taxes of $172)

144,693

Foreign currency transactions

99

Total net realized gain (loss)

144,792

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $846)

66

Assets and liabilities in foreign currencies

(114)

Total change in net unrealized appreciation (depreciation)

(48)

Net gain (loss)

144,744

Net increase (decrease) in net assets resulting from operations

$ 146,743

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ 1,999

$ 3,205

Net realized gain (loss)

144,792

63,148

Change in net unrealized appreciation (depreciation)

(48)

254,392

Net increase (decrease) in net assets resulting
from operations

146,743

320,745

Distributions to shareholders from net investment income

(9,233)

-

Share transactions - net increase (decrease)

98,813

(95,223)

Redemption fees

19

-

Total increase (decrease) in net assets

236,342

225,522

Net Assets

Beginning of period

1,351,344

1,125,822

End of period (including undistributed net investment income of $897 and undistributed net investment income of $5,713, respectively)

$ 1,587,686

$ 1,351,344

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.41

$ 11.01

$ 12.90

$ 19.88

$ 20.59

Income from Investment Operations

Net investment income (loss) C

.04 G

.05

.01

.06

.06 D

Net realized and unrealized gain (loss)

1.54

3.35

(1.90)

(4.89)

.38

Total from investment operations

1.58

3.40

(1.89)

(4.83)

.44

Distributions from net investment income

(.13)

-

-

(.43)

(.08)

Distributions in excess of net investment income

-

-

-

-

(.09)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.13)

-

-

(2.15)

(1.15)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 15.86

$ 14.41

$ 11.01

$ 12.90

$ 19.88

Total Return A, B

11.03%

30.88%

(14.65)%

(27.16)%

1.78%

Ratios to Average Net Assets E

Expenses before expense reductions

1.36%

1.34%

1.56%

1.46%

1.49%

Expenses net of voluntary waivers, if any

1.36%

1.34%

1.56%

1.46%

1.49%

Expenses net of all reductions

1.32%

1.30%

1.52%

1.41%

1.46%

Net investment income (loss)

.24% G

.43%

.07%

.40%

.28%

Supplemental Data

Net assets, end of period (in millions)

$ 115

$ 68

$ 44

$ 46

$ 44

Portfolio turnover rate

85%

99%

73%

99%

132%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.04 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been .21%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.61

$ 11.18

$ 13.11

$ 20.13

$ 20.83

Income from Investment Operations

Net investment income (loss) C

.02G

.04

(.01)

.04

.02 D

Net realized and unrealized gain (loss)

1.56

3.39

(1.92)

(4.99)

.39

Total from investment operations

1.58

3.43

(1.93)

(4.95)

.41

Distributions from net investment income

(.10)

-

-

(.35)

(.06)

Distributions in excess of net investment income

-

-

-

-

(.07)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.10)

-

-

(2.07)

(1.11)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 16.09

$ 14.61

$ 11.18

$ 13.11

$ 20.13

Total Return A, B

10.86%

30.68%

(14.72)%

(27.33)%

1.62%

Ratios to Average Net Assets E

Expenses before expense reductions

1.48%

1.46%

1.68%

1.62%

1.67%

Expenses net of voluntary waivers, if any

1.48%

1.46%

1.68%

1.62%

1.67%

Expenses net of all reductions

1.43%

1.42%

1.64%

1.57%

1.65%

Net investment income (loss)

.12%G

.31%

(.05)%

.24%

.10%

Supplemental Data

Net assets, end of period (in millions)

$ 1,181

$ 1,114

$ 928

$ 1,185

$ 1,678

Portfolio turnover rate

85%

99%

73%

99%

132%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.04 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been .09%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 13.87

$ 10.71

$ 12.63

$ 19.49

$ 20.25

Income from Investment Operations

Net investment income (loss) C

(.10)G

(.06)

(.08)

(.06)

(.11) D

Net realized and unrealized gain (loss)

1.50

3.22

(1.84)

(4.83)

.39

Total from investment operations

1.40

3.16

(1.92)

(4.89)

.28

Distributions from net investment income

(.01)

-

-

(.25)

(.03)

Distributions in excess of net investment income

-

-

-

-

(.03)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.01)

-

-

(1.97)

(1.04)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 15.26

$ 13.87

$ 10.71

$ 12.63

$ 19.49

Total Return A, B

10.10%

29.51%

(15.20)%

(27.83)%

1.02%

Ratios to Average Net Assets E

Expenses before expense reductions

2.25%

2.27%

2.43%

2.27%

2.27%

Expenses net of voluntary waivers, if any

2.25%

2.27%

2.30%

2.27%

2.27%

Expenses net of all reductions

2.21%

2.22%

2.26%

2.23%

2.25%

Net investment income (loss)

(.65)%G

(.49)%

(.66)%

(.42)%

(.50)%

Supplemental Data

Net assets, end of period (in millions)

$ 57

$ 59

$ 53

$ 80

$ 125

Portfolio turnover rate

85%

99%

73%

99%

132%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.04 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been (.68)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.11

$ 10.88

$ 12.84

$ 19.80

$ 20.58

Income from Investment Operations

Net investment income (loss) C

(.08) G

(.05)

(.08)

(.05)

(.10) D

Net realized and unrealized gain (loss)

1.52

3.28

(1.88)

(4.89)

.39

Total from investment operations

1.44

3.23

(1.96)

(4.94)

.29

Distributions from net investment income

(.02)

-

-

(.30)

(.04)

Distributions in excess of net investment income

-

-

-

-

(.05)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.02)

-

-

(2.02)

(1.07)

Redemption fees added to paid in capital C

- F

-

-

-

-

Net asset value, end of period

$ 15.53

$ 14.11

$ 10.88

$ 12.84

$ 19.80

Total Return A, B

10.21%

29.69%

(15.26)%

(27.70)%

1.05%

Ratios to Average Net Assets E

Expenses before expense reductions

2.14%

2.17%

2.34%

2.19%

2.22%

Expenses net of voluntary waivers, if any

2.14%

2.17%

2.30%

2.19%

2.22%

Expenses net of all reductions

2.10%

2.13%

2.26%

2.14%

2.20%

Net investment income (loss)

(.54)% G

(.40)%

(.66)%

(.34)%

(.45)%

Supplemental Data

Net assets, end of period (in millions)

$ 40

$ 41

$ 36

$ 52

$ 76

Portfolio turnover rate

85%

99%

73%

99%

132%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Investment income per share reflects a special dividend which amounted to $.04 per share.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

F Amount represents less than $.01 per share.

G Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been (.57)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.60

$ 11.11

$ 12.97

$ 19.95

$ 20.62

Income from Investment Operations

Net investment income (loss) B

.10F

.10

.06

.12

.14 C

Net realized and unrealized gain (loss)

1.56

3.39

(1.92)

(4.91)

.38

Total from investment operations

1.66

3.49

(1.86)

(4.79)

.52

Distributions from net investment income

(.17)

-

-

(.47)

(.10)

Distributions in excess of net investment income

-

-

-

-

(.11)

Distributions from net realized gain

-

-

-

(1.72)

(.98)

Total distributions

(.17)

-

-

(2.19)

(1.19)

Redemption fees added to paid in capital B

- E

-

-

-

-

Net asset value, end of period

$ 16.09

$ 14.60

$ 11.11

$ 12.97

$ 19.95

Total Return A

11.46%

31.41%

(14.34)%

(26.89)%

2.18%

Ratios to Average Net Assets D

Expenses before expense reductions

.98%

.93%

1.14%

1.06%

1.13%

Expenses net of voluntary waivers, if any

.98%

.93%

1.14%

1.06%

1.13%

Expenses net of all reductions

.93%

.89%

1.10%

1.02%

1.11%

Net investment income (loss)

.62%F

.84%

.49%

.79%

.63%

Supplemental Data

Net assets, end of period (in millions)

$ 194

$ 69

$ 63

$ 69

$ 90

Portfolio turnover rate

85%

99%

73%

99%

132%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Investment income per share reflects a special dividend which amounted to $.04 per share.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

F Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income to average net assets would have been .59%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Advisor Overseas Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. Debt securities, including restricted securities, for which quotations are readily available are valued at their most recent bid prices (sales prices if the principal market is an exchange) in the principal market in which such securities are normally traded, as determined by recognized dealers in such securities, or securities are valued on the basis of information provided by a pricing service. Pricing services use valuation matrices that incorporate both dealer-supplied valuations and valuation models. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Security Valuation - continued

course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), redemptions in-kind, market discount, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 181,082

Unrealized depreciation

(110,875)

Net unrealized appreciation (depreciation)

70,207

Undistributed ordinary income

6,708

Capital loss carryforward

(242,306)

Cost for federal income tax purposes

$ 1,583,258

The tax character of distributions paid was as follows:

October 31,
2004

October 31,
2003

Ordinary Income

$ 9,233

$ -

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions,

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

2. Operating Policies - continued

Repurchase Agreements - continued

in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $1,353,035 and $1,218,379, respectively.

Securities delivered on an in-kind basis aggregated $84,044. Realized gain (loss) of $20,499 on securities delivered on an in-kind basis is included in the accompanying Statement of Operations as realized gain or loss on investment securities and is not taxable to the fund.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the fund and providing shareholder support services. For the period, the

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 255

$ -

Class T

.25%

.25%

5,925

33

Class B

.75%

.25%

619

464

Class C

.75%

.25%

444

46

$ 7,243

$ 543

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 31

Class T

21

Class B*

107

Class C*

3

$ 162

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports except proxy statements. For the period, the total transfer agent fees paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 362

.36

Class T

2,585

.22

Class B

303

.49

Class C

168

.38

Institutional Class

325

.22

$ 3,743

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.

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $1,052 for the period.

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 $4 for the period.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period, there were no borrowings on this line of credit.

Annual Report

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $663 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 $2.

8. Other Information.

At the end of the period, one otherwise unaffiliated shareholder was the owner of record of 28% of the total outstanding shares of the fund.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Class A

$ 690

$ -

Class T

7,601

-

Class B

43

-

Class C

60

-

Institutional Class

839

-

Total

$ 9,233

$ -

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares
Years ended October 31,

Dollars
Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

7,000

12,415

$ 108,791

$ 145,269

Reinvestment of distributions

42

-

626

-

Shares redeemed

(4,530)

(11,712)

(70,180)

(137,635)

Net increase (decrease)

2,512

703

$ 39,237

$ 7,634

Class T

Shares sold

24,989

40,894

$ 393,254

$ 489,390

Reinvestment of distributions

495

-

7,425

-

Shares redeemed

(28,317)

(47,699)

(445,467)

(568,651)

Net increase (decrease)

(2,833)

(6,805)

$ (44,788)

$ (79,261)

Class B

Shares sold

620

460

$ 9,320

$ 5,148

Reinvestment of distributions

3

-

38

-

Shares redeemed

(1,179)

(1,176)

(17,557)

(12,818)

Net increase (decrease)

(556)

(716)

$ (8,199)

$ (7,670)

Class C

Shares sold

667

1,424

$ 10,090

$ 16,568

Reinvestment of distributions

4

-

52

-

Shares redeemed

(957)

(1,891)

(14,442)

(21,771)

Net increase (decrease)

(286)

(467)

$ (4,300)

$ (5,203)

Institutional Class

Shares sold

9,569

7,107

$ 152,454

$ 81,168

Reinvestment of distributions

35

-

515

-

Shares redeemed

(2,281)

(8,025)

(36,106)

(91,891)

Net increase (decrease)

7,323

(918)

$ 116,863

$ (10,723)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and the Shareholders of Fidelity Advisor Overseas Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Advisor Overseas Fund (a fund of Fidelity Advisor Series VIII) at October 31, 2004 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Advisor Overseas Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 14, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor Overseas (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

Correspondence intended for each non-interested Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/
consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003).
He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor Overseas. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments, Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive Officer of Boston's Baring Asset Management Inc. (1994-1997).

Richard R. Mace, Jr. (42)

Year of Election or Appointment: 1996

Vice President of Advisor Overseas. Mr. Mace is also Vice President of other funds advised by FMR.

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor Overseas. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor Overseas. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor Overseas. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor Overseas. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor Overseas. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor Overseas. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

Deputy Treasurer of Advisor Overseas. Ms. Monasterio also serves as Deputy Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

John H. Costello (58)

Year of Election or Appointment: 1990

Assistant Treasurer of Advisor Overseas. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Overseas. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Overseas. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor Overseas. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor Overseas. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor Overseas. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Distributions

The Board of Trustees of Fidelity Advisor Overseas Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/04

12/03/04

$.04

$.06

Class T

12/06/04

12/03/04

$.01

$.06

Class A, Class T, Class B, and Class C designates 3%, 4%, 17% and 13%, respectively of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A, Class T, Class B, and Class C designates 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Pay Date

Income

Taxes

Class A

12/08/03

$.076

$.019

Class T

12/08/03

$.061

$.019

Class B

12/08/03

$.015

$.019

Class C

12/08/03

$.020

$.019

The fund will notify shareholders in January 2005 of amounts for use in preparing 2004 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

733,067,475.10

85.986

Against

43,527,877.28

5.105

Abstain

26,929,202.66

3.159

Broker
Non-Votes

49,020,125.55

5.750

TOTAL

852,544,680.59

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

Annual Report

Annual Report

Annual Report

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment
Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

OS-UANN-1204
1.784767.101

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor

International
Capital Appreciation

Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

7

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

8

An example of shareholder expenses.

Investment Changes

10

A summary of major shifts in the fund's investments over the past six months.

Investments

11

A complete list of the fund's investments with their market values.

Financial Statements

15

Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

24

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

31

Trustees and Officers

32

Proxy Voting Results

44

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns may reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fundA

Class A (incl. 5.75% sales charge)

0.31%

0.64%

6.51%

Class T (incl. 3.50% sales charge)

2.41%

0.91%

6.67%

Class B (incl. contingent deferred sales charge)B

0.45%

0.66%

6.57%

Class C (incl. contingent deferred sales charge)C

4.59%

1.12%

6.64%

A From November 3, 1997.

B Class B shares' contingent deferred sales charges included in the past one year, past five year, and life of fund total return figures are 5%, 2%, and 0%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year, past five year, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor International Capital Appreciation Fund - Class T on November 3, 1997, when the fund started, and the current 3.50% sales charge was paid. The chart shows how the value of your investment would have grown, and also shows how the Morgan Stanley Capital InternationalSM All Country World ex USA Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Kevin McCarey, Portfolio Manager of Fidelity® Advisor International Capital Appreciation Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12 months ending October 31, 2004, the fund's Class A, Class T, Class B and Class C shares gained 6.43%, 6.12%, 5.45% and 5.59%, respectively. By comparison, the Morgan Stanley Capital International All Country World (MSCI ACWI) ex USA Index returned 19.40%, and the LipperSM International Funds Average returned 16.12%. There were several reasons for the relative underperformance. One was weak stock selection in emerging markets, particularly India. India's stock market plummeted in May, as investors feared whether a new incoming government would reverse India's recent economic reforms. Among the detractors were Indian banks, such as fund holdings State Bank India and Bank of India, which were hurt by a subsequent rise in the country's interest rates. Also hurting performance were some of the fund's technology holdings, including those in emerging markets, which fell on a downturn in demand. On the positive side, Sweden-based wireless telecommunications equipment maker Ericsson was a particularly strong holding, benefiting from stronger-than-expected earnings. Also adding to performance was French telecommunications equipment maker Alcatel, the third-largest holding in the fund at period end, which benefited from improved financial performance.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 994.20

$ 7.52

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

Class T

Actual

$ 1,000.00

$ 992.80

$ 8.72

HypotheticalA

$ 1,000.00

$ 1,016.14

$ 8.86

Class B

Actual

$ 1,000.00

$ 989.90

$ 11.85

HypotheticalA

$ 1,000.00

$ 1,012.94

$ 12.06

Class C

Actual

$ 1,000.00

$ 990.60

$ 11.11

HypotheticalA

$ 1,000.00

$ 1,013.70

$ 11.30

Institutional Class

Actual

$ 1,000.00

$ 995.50

$ 6.17

HypotheticalA

$ 1,000.00

$ 1,018.74

$ 6.26

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.50%

Class T

1.74%

Class B

2.37%

Class C

2.22%

Institutional Class

1.23%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Actelion Ltd. (Reg.) (Switzerland, Biotechnology)

4.0

2.4

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

3.7

3.0

Alcatel SA (RFD) (France, Communications Equipment)

3.5

0.0

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.2

3.2

UBS AG (Reg.) (Switzerland, Capital Markets)

2.8

2.1

17.2

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

18.2

12.7

Financials

17.0

23.7

Health Care

14.0

15.5

Information Technology

13.4

7.9

Energy

9.4

4.4

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Switzerland

15.3

13.3

United Kingdom

14.9

14.0

Japan

13.0

17.2

France

12.2

4.9

Germany

6.2

4.0

Percentages are adjusted for the effect of open futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 94.2%

Stocks 88.7%

Short-Term
Investments and
Net Other Assets 5.8%

Short-Term
Investments and
Net Other Assets 11.3%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 94.2%

Shares

Value (Note 1)

Australia - 2.1%

CSL Ltd.

639,539

$ 13,791,019

Bahamas (Nassau) - 0.6%

Kerzner International Ltd. (a)

82,100

4,164,112

Brazil - 3.5%

Aracruz Celulose SA sponsored ADR

490,800

16,530,144

Votorantim Celulose e Papel SA sponsored ADR

190,300

6,574,865

TOTAL BRAZIL

23,105,009

Canada - 4.4%

Canadian Natural Resources Ltd.

339,000

14,274,270

EnCana Corp.

302,900

15,022,507

TOTAL CANADA

29,296,777

China - 1.0%

Global Bio-Chem Technology Group Co. Ltd.

966,000

757,044

Li Ning Co. Ltd.

64,000

25,284

People's Food Holdings Ltd.

5,793,000

4,040,939

Weichai Power Co. Ltd. (H Shares)

720,000

1,484,641

TOTAL CHINA

6,307,908

Denmark - 1.6%

Novo Nordisk AS Series B

213,600

10,647,817

France - 12.2%

Alcatel SA (RFD) (a)(d)

1,599,100

23,362,851

Dassault Systemes SA

155,702

7,926,239

Louis Vuitton Moet Hennessy (LVMH)

71,700

4,927,216

NRJ Group

104,824

2,178,487

Pernod-Ricard

103,471

14,366,685

Societe Generale Series A

117,351

10,917,655

Technip-Coflexip SA

19,400

3,051,138

Total SA Series B

69,657

14,527,664

TOTAL FRANCE

81,257,935

Germany - 6.2%

Adidas-Salomon AG

49,975

7,004,773

Deutsche Telekom AG (Reg.) (a)

755,051

14,549,833

HeidelbergCement AG

200,432

9,895,493

Siemens AG (Reg.)

129,400

9,671,356

TOTAL GERMANY

41,121,455

Hong Kong - 3.6%

China Merchants Holdings International Co. Ltd.

1,338,000

1,976,823

Common Stocks - continued

Shares

Value (Note 1)

Hong Kong - continued

China Resources Power Holdings Co. Ltd.

266,000

$ 152,074

Johnson Electric Holdings Ltd.

3,319,500

3,305,128

Li & Fung Ltd.

2,316,000

3,421,766

Solomon Systech Ltd.

16,868,000

4,269,173

Techtronic Industries Co. Ltd.

5,596,000

11,143,544

TOTAL HONG KONG

24,268,508

India - 3.6%

Bank of Baroda

1,397,345

4,748,230

National Thermal Power Corp.

57,200

78,227

State Bank of India

1,231,507

13,125,662

Zee Telefilms Ltd.

1,867,946

6,166,055

TOTAL INDIA

24,118,174

Italy - 2.3%

Banca Intesa Spa

1,699,300

6,980,447

ENI Spa

373,100

8,538,767

TOTAL ITALY

15,519,214

Japan - 13.0%

Aisin Seiki Co. Ltd.

132,400

2,971,134

Fast Retailing Co. Ltd.

68,400

4,355,988

Fuji Photo Film Co. Ltd.

235,300

8,048,245

Honda Motor Co. Ltd.

126,300

6,135,654

Hoya Corp.

48,600

4,996,154

JAFCO Co. Ltd.

99,000

5,098,030

Nintendo Co. Ltd.

43,600

4,927,066

SFCG Co. Ltd.

23,570

4,961,871

SKY Perfect Communications, Inc.

2,323

2,831,455

Softbank Corp. (d)

253,400

11,492,606

Sumitomo Mitsui Financial Group, Inc.

1,483

9,654,528

Toyota Motor Corp.

263,100

10,206,964

Tv Asahi Corp.

3,408

7,084,235

UFJ Holdings, Inc. (a)

818

3,802,674

TOTAL JAPAN

86,566,604

Korea (South) - 0.1%

Korea Exchange Bank (a)

105,990

705,338

Netherlands - 5.6%

ASML Holding NV (a)

507,100

7,226,175

ASML Holding NV (NY Shares) (a)

1,245,700

17,751,225

Common Stocks - continued

Shares

Value (Note 1)

Netherlands - continued

ING Groep NV (Certificaten Van Aandelen)

290,000

$ 7,722,700

QIAGEN NV (a)

444,600

4,730,544

TOTAL NETHERLANDS

37,430,644

Spain - 1.4%

Antena 3 Television SA (a)

32,000

2,061,853

Telefonica SA

433,700

7,203,757

TOTAL SPAIN

9,265,610

Sweden - 0.7%

Hennes & Mauritz AB (H&M) (B Shares)

165,450

4,829,240

Switzerland - 15.3%

ABB Ltd. (Reg.) (a)

1,152,419

6,680,130

Actelion Ltd. (Reg.) (a)

234,687

26,932,585

Barry Callebaut AG

18,158

3,498,358

Julius Baer Holding AG (Bearer)

23,267

6,529,105

Novartis AG (Reg.)

206,233

9,901,246

Roche Holding AG (participation certificate)

204,901

21,008,446

The Swatch Group AG (Reg.)

335,640

9,278,037

UBS AG (Reg.)

254,745

18,466,465

TOTAL SWITZERLAND

102,294,372

Taiwan - 1.1%

Hon Hai Precision Industries Co. Ltd.

1,945,000

7,153,087

United Kingdom - 14.9%

BHP Billiton PLC

495,700

5,041,959

BP PLC

762,400

7,401,633

BPB PLC

517,000

3,992,648

Capita Group PLC

691,681

4,470,980

Collins Stewart Tullett PLC

788,040

5,665,854

Enterprise Inns PLC

301,400

3,428,441

FKI PLC

1,320,282

2,899,328

HSBC Holdings PLC (United Kingdom) (Reg.)

611,800

9,914,831

Invensys PLC (a)

3,887,400

1,089,411

Man Group PLC

228,871

5,497,043

Rank Group PLC

1,280,198

6,728,310

Rio Tinto PLC (Reg.)

191,200

5,081,140

Shire Pharmaceuticals Group PLC

605,351

5,730,656

Taylor Nelson Sofres PLC

1,790,333

7,599,913

Vodafone Group PLC

9,686,843

24,982,367

TOTAL UNITED KINGDOM

99,524,514

Common Stocks - continued

Shares

Value (Note 1)

United States of America - 1.0%

NTL, Inc. (a)

101,820

$ 6,772,048

TOTAL COMMON STOCKS

(Cost $563,551,334)

628,139,385

Money Market Funds - 11.2%

Fidelity Cash Central Fund, 1.79% (b)

62,427,416

62,427,416

Fidelity Securities Lending Cash Central Fund, 1.77% (b)(c)

11,896,468

11,896,468

TOTAL MONEY MARKET FUNDS

(Cost $74,323,884)

74,323,884

TOTAL INVESTMENT PORTFOLIO - 105.4%

(Cost $637,875,218)

702,463,269

NET OTHER ASSETS - (5.4)%

(35,712,720)

NET ASSETS - 100%

$ 666,750,549

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Includes investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $42,234,000 of which $30,000,000 and $12,234,000 will expire on October 31, 2009 and 2010, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $11,296,684) (cost $637,875,218) - See accompanying schedule

$ 702,463,269

Foreign currency held at value (cost $987,397)

998,718

Receivable for investments sold

24,218

Receivable for fund shares sold

723,849

Dividends receivable

819,657

Interest receivable

71,810

Other affiliated receivables

565

Other receivables

150,082

Total assets

705,252,168

Liabilities

Payable for investments purchased

$ 24,378,899

Payable for fund shares redeemed

1,209,299

Accrued management fee

394,398

Distribution fees payable

222,266

Other affiliated payables

214,890

Other payables and accrued expenses

185,399

Collateral on securities loaned, at value

11,896,468

Total liabilities

38,501,619

Net Assets

$ 666,750,549

Net Assets consist of:

Paid in capital

$ 644,923,882

Accumulated net investment loss

(29,120)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(42,763,143)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

64,618,930

Net Assets

$ 666,750,549

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($103,606,112 ÷ 6,729,275 shares)

$ 15.40

Maximum offering price per share
(100/94.25 of $15.40)

$ 16.34

Class T:
Net Asset Value
and redemption price per share ($216,587,941 ÷ 14,195,806 shares)

$ 15.26

Maximum offering price per share
(100/96.50 of $15.26)

$ 15.81

Class B:
Net Asset Value
and offering price per share ($59,984,627 ÷ 4,080,786 shares) A

$ 14.70

Class C:
Net Asset Value
and offering price per share ($76,411,510 ÷ 5,183,048 shares) A

$ 14.74

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($210,160,359 ÷ 13,432,793 shares)

$ 15.65

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 9,818,996

Interest

591,239

Security lending

253,357

10,663,592

Less foreign taxes withheld

(901,570)

Total income

9,762,022

Expenses

Management fee

$ 4,837,850

Transfer agent fees

2,237,475

Distribution fees

2,509,282

Accounting and security lending fees

358,201

Non-interested trustees' compensation

3,385

Custodian fees and expenses

457,326

Registration fees

155,044

Audit

56,274

Legal

8,627

Miscellaneous

120,606

Total expenses before reductions

10,744,070

Expense reductions

(545,195)

10,198,875

Net investment income (loss)

(436,853)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

35,064,387

Foreign currency transactions

(882,431)

Total net realized gain (loss)

34,181,956

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,041,856)

(3,660,931)

Assets and liabilities in foreign currencies

62,317

Total change in net unrealized appreciation (depreciation)

(3,598,614)

Net gain (loss)

30,583,342

Net increase (decrease) in net assets resulting from operations

$ 30,146,489

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (436,853)

$ (626,466)

Net realized gain (loss)

34,181,956

27,831,112

Change in net unrealized appreciation (depreciation)

(3,598,614)

72,027,991

Net increase (decrease) in net assets resulting
from operations

30,146,489

99,232,637

Distributions to shareholders from net investment income

(685,316)

-

Share transactions - net increase (decrease)

90,343,050

247,591,083

Redemption fees

23,611

-

Total increase (decrease) in net assets

119,827,834

346,823,720

Net Assets

Beginning of period

546,922,715

200,098,995

End of period (including accumulated net investment loss of $29,120 and undistributed net investment income of $354,316, respectively)

$ 666,750,549

$ 546,922,715

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.47

$ 10.93

$ 11.08

$ 15.26

$ 15.06

Income from Investment Operations

Net investment income (loss)C

.01

- E

- E

(.01)

(.03)

Net realized and unrealized gain (loss)

.92

3.54

(.15)

(3.73)

.88

Total from investment operations

.93

3.54

(.15)

(3.74)

.85

Distributions from net investment income

-

-

-

(.44)

-

Distributions in excess of net investment income

-

-

-

-

(.02)

Distributions from net realized gain

-

-

-

-

(.63)

Total distributions

-

-

-

(.44)

(.65)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 15.40

$ 14.47

$ 10.93

$ 11.08

$ 15.26

Total Return A, B

6.43%

32.39%

(1.35)%

(25.17)%

5.31%

Ratios to Average Net Assets D

Expenses before expense reductions

1.48%

1.59%

1.67%

1.71%

1.55%

Expenses net of voluntary waivers, if any

1.48%

1.59%

1.67%

1.70%

1.55%

Expenses net of all reductions

1.40%

1.54%

1.57%

1.57%

1.50%

Net investment income (loss)

.06%

.01%

(.02)%

(.05)%

(.16)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 103,606

$ 41,867

$ 16,879

$ 12,070

$ 15,348

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.38

$ 10.88

$ 11.05

$ 15.21

$ 15.02

Income from Investment Operations

Net investment income (loss) C

(.03)

(.03)

(.03)

(.03)

(.06)

Net realized and unrealized gain (loss)

.91

3.53

(.14)

(3.73)

.88

Total from investment operations

.88

3.50

(.17)

(3.76)

.82

Distributions from net investment income

-

-

-

(.40)

-

Distributions in excess of net investment income

-

-

-

-

(.01)

Distributions from net realized gain

-

-

-

-

(.62)

Total distributions

-

-

-

(.40)

(.63)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 15.26

$ 14.38

$ 10.88

$ 11.05

$ 15.21

Total Return A, B

6.12%

32.17%

(1.54)%

(25.32)%

5.13%

Ratios to Average Net Assets D

Expenses before expense reductions

1.74%

1.85%

1.86%

1.87%

1.72%

Expenses net of voluntary waivers, if any

1.74%

1.85%

1.86%

1.87%

1.72%

Expenses net of all reductions

1.66%

1.79%

1.76%

1.73%

1.67%

Net investment income (loss)

(.20)%

(.24)%

(.21)%

(.22)%

(.33)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 216,588

$ 149,514

$ 98,148

$ 88,818

$ 145,721

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 13.94

$ 10.61

$ 10.84

$ 14.96

$ 14.82

Income from Investment Operations

Net investment income (loss) C

(.12)

(.09)

(.09)

(.10)

(.16)

Net realized and unrealized gain (loss)

.88

3.42

(.14)

(3.67)

.89

Total from investment operations

.76

3.33

(.23)

(3.77)

.73

Distributions from net investment income

-

-

-

(.35)

-

Distributions in excess of net investment income

-

-

-

-

(.01)

Distributions from net realized gain

-

-

-

-

(.58)

Total distributions

-

-

-

(.35)

(.59)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 14.70

$ 13.94

$ 10.61

$ 10.84

$ 14.96

Total Return A, B

5.45%

31.39%

(2.12)%

(25.75)%

4.60%

Ratios to Average Net Assets D

Expenses before expense reductions

2.35%

2.42%

2.44%

2.47%

2.30%

Expenses net of voluntary waivers, if any

2.35%

2.42%

2.44%

2.45%

2.30%

Expenses net of all reductions

2.27%

2.37%

2.34%

2.32%

2.26%

Net investment income (loss)

(.80)%

(.82)%

(.79)%

(.80)%

(.92)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 59,985

$ 50,358

$ 36,981

$ 36,593

$ 49,140

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 13.96

$ 10.62

$ 10.83

$ 14.96

$ 14.83

Income from Investment Operations

Net investment income (loss) C

(.10)

(.08)

(.08)

(.09)

(.15)

Net realized and unrealized gain (loss)

.88

3.42

(.13)

(3.67)

.88

Total from investment operations

.78

3.34

(.21)

(3.76)

.73

Distributions from net investment income

-

-

-

(.37)

-

Distributions in excess of net investment income

-

-

-

-

(.01)

Distributions from net realized gain

-

-

-

-

(.59)

Total distributions

-

-

-

(.37)

(.60)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 14.74

$ 13.96

$ 10.62

$ 10.83

$ 14.96

Total Return A, B

5.59%

31.45%

(1.94)%

(25.71)%

4.59%

Ratios to Average Net Assets D

Expenses before expense reductions

2.21%

2.33%

2.34%

2.38%

2.25%

Expenses net of voluntary waivers, if any

2.21%

2.33%

2.34%

2.38%

2.25%

Expenses net of all reductions

2.12%

2.28%

2.24%

2.24%

2.21%

Net investment income (loss)

(.66)%

(.73)%

(.69)%

(.73)%

(.86)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 76,412

$ 58,560

$ 37,514

$ 33,118

$ 44,041

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.70

$ 11.08

$ 11.17

$ 15.35

$ 15.09

Income from Investment Operations

Net investment income (loss) B

.05

.04

.06

.06

.04

Net realized and unrealized gain (loss)

.94

3.58

(.15)

(3.75)

.88

Total from investment operations

.99

3.62

(.09)

(3.69)

.92

Distributions from net investment income

(.04)

-

-

(.49)

-

Distributions in excess of net investment income

-

-

-

-

(.03)

Distributions from net realized gain

-

-

-

-

(.63)

Total distributions

(.04)

-

-

(.49)

(.66)

Redemption fees added to paid in capital B

- D

-

-

-

-

Net asset value, end of period

$ 15.65

$ 14.70

$ 11.08

$ 11.17

$ 15.35

Total Return A

6.75%

32.67%

(.81)%

(24.75)%

5.78%

Ratios to Average Net Assets C

Expenses before expense reductions

1.21%

1.28%

1.15%

1.19%

1.15%

Expenses net of voluntary waivers, if any

1.21%

1.28%

1.15%

1.19%

1.15%

Expenses net of all reductions

1.13%

1.22%

1.06%

1.05%

1.10%

Net investment income (loss)

.34%

.33%

.50%

.46%

.24%

Supplemental Data

Net assets, end of period (000 omitted)

$ 210,160

$ 246,623

$ 10,577

$ 6,432

$ 9,551

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

D Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2004

1. Significant Accounting Policies.

Fidelity Advisor International Capital Appreciation Fund (the fund) is a fund of Fidelity Advisor Series VIII (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The fund offers Class A, Class T, Class B, Class C and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Net asset value per share (NAV calculation) is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Equity securities, including restricted securities, for which market quotations are available are valued at the last sale price or official closing price (closing bid price or last evaluated quote if no sale has occurred) on the primary market or exchange on which they trade. If prices are not readily available or do not accurately reflect fair value for a security, or if a security's value has been materially affected by events occurring after the close of the exchange or market on which the security is principally traded, that security may be valued by another method that the Board of Trustees believes accurately reflects fair value. A security's valuation may differ depending on the method used for determining value. Price movements in futures contracts and ADRs, market and trading trends, the bid/ask quotes of brokers and off-exchange institutional trading may be reviewed in the course of making a good faith determination of a security's fair value. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued on the basis of amortized cost. Investments in open-end investment companies are valued at their net asset value each business day.

Annual Report

Notes to Financial Statements - continued

1. Significant Accounting Policies - continued

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Foreign taxes are provided for based on the fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Annual Report

1. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), net operating losses, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 74,853,578

Unrealized depreciation

(10,792,866)

Net unrealized appreciation (depreciation)

64,060,712

Capital loss carryforward

(42,234,044)

Cost for federal income tax purposes

$ 638,402,557

The tax character of distributions paid was as follows:

October 31, 2004

October 31, 2003

Ordinary Income

$ 685,316

$ -

Short-Term Trading (Redemption) Fees. Shares purchased after March 31, 2004 and held in the fund less 30 days will be subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations and corporate obligations. Collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. Collateral is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

Annual Report

Notes to Financial Statements - continued

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $1,135,542,230 and $1,040,204,043, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment management related services for which the fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the fund's average net assets and a group fee rate that averaged .28% 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 .73% of the fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 203,776

$ -

Class T

.25%

.25%

974,992

28,679

Class B

.75%

.25%

582,675

437,007

Class C

.75%

.25%

747,839

245,143

$ 2,509,282

$ 710,829

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for
Class B, 1% for Class C, and .25% for certain purchases of Class A and Class T shares.

Annual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

Retained by
FDC

Class A

$ 120,145

Class T

35,212

Class B*

104,876

Class C*

11,107

$ 271,340

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period the total transfer agent fees paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 274,712

.34

Class T

674,801

.35

Class B

263,308

.45

Class C

230,947

.31

Institutional Class

793,707

.31

$ 2,237,475

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.

Annual Report

Notes to Financial Statements - continued

4. Fees and Other Transactions with Affiliates - continued

Central Funds. The fund may invest in affiliated Central Funds managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The Central Funds are open-end investment companies available only to investment companies and other accounts managed by FMR and its affiliates. The Central Funds seek preservation of capital and current income and do not pay a management fee. Income distributions earned by the fund are recorded as income in the accompanying financial statements and totaled $585,097 for the period.

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 $307 for the period.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The fund has agreed to pay commitment fees on its pro rata portion of the line of credit. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. Cash collateral is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the fund's Statement of Assets and Liabilities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $538,559 for the period. In addition, through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody expenses by $6,636.

Annual Report

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2004

2003

From net investment income

Institutional Class

$ 685,316

$ -

9. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Years ended October 31,

Years ended October 31,

2004

2003

2004

2003

Class A

Shares sold

5,249,748

4,243,415

$ 80,046,295

$ 49,989,621

Shares redeemed

(1,414,042)

(2,893,829)

(21,259,668)

(32,761,195)

Net increase (decrease)

3,835,706

1,349,586

$ 58,786,627

$ 17,228,426

Class T

Shares sold

8,003,545

5,031,240

$ 120,756,817

$ 60,317,196

Shares redeemed

(4,207,826)

(3,649,898)

(62,846,915)

(42,360,440)

Net increase (decrease)

3,795,719

1,381,342

$ 57,909,902

$ 17,956,756

Class B

Shares sold

1,312,192

941,457

$ 19,341,976

$ 11,384,820

Shares redeemed

(845,208)

(812,547)

(12,224,749)

(9,256,128)

Net increase (decrease)

466,984

128,910

$ 7,117,227

$ 2,128,692

Class C

Shares sold

2,272,253

1,929,759

$ 33,251,399

$ 23,497,018

Shares redeemed

(1,285,361)

(1,266,712)

(18,413,064)

(15,061,286)

Net increase (decrease)

986,892

663,047

$ 14,838,335

$ 8,435,732

Institutional Class

Shares sold

5,209,049

18,971,810

$ 80,240,442

$ 242,761,451

Reinvestment of distributions

44,895

-

666,234

-

Shares redeemed

(8,593,689)

(3,154,144)

(129,215,717)

(40,919,974)

Net increase (decrease)

(3,339,745)

15,817,666

$ (48,309,041)

$ 201,841,477

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Advisor Series VIII and Shareholders of Fidelity Advisor International Capital Appreciation Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Advisor International Capital Appreciation Fund (the Fund), a fund of Fidelity Advisor Series VIII, including the portfolio of investments, as of October 31, 2004, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2004, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Advisor International Capital Appreciation Fund as of October 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 22, 2004

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy, each of the Trustees oversees 298 funds advised by FMR or an affiliate. Mr. McCoy oversees 300 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. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (74)**

Year of Election or Appointment: 1983

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (42)**

Year of Election or Appointment: 2001

Senior Vice President of Advisor International Capital Appreciation (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Laura B. Cronin (50)

Year of Election or Appointment: 2003

Ms. Cronin is an Executive Vice President (2002) and Chief Financial Officer (2002) of FMR Corp. and is a member of the Fidelity Management Committee (2003). Previously, Ms. Cronin served as Vice President of Finance of FMR (1997-1999), and Chief Financial Officer of FMR (1999-2001), Fidelity Personal Investments (2001), and Fidelity Brokerage Company (2001-2002).

Robert L. Reynolds (52)

Year of Election or Appointment: 2003

Mr. Reynolds is a Director (2003) and Chief Operating Officer (2002) of FMR Corp. and is the head of the Fidelity Management Committee (2003). He also serves on the Board at Fidelity Investments Canada, Ltd. (2000). Previously, Mr. Reynolds served as President of Fidelity Investments Institutional Retirement Group (1996-2000).

* 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.

** Edward C. Johnson 3d, Trustee, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

Correspondence intended for each non-interested Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

J. Michael Cook (62)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of Comcast (telecommunications, 2002), International Flavors & Fragrances, Inc. (2000), The Dow Chemical Company (2000), and Northrop Grumman Corporation (global defense technology, 2003). He is a Member of the Diversity Advisory Council of Marakon (2003) and the Advisory Council of the Public Company Accounting Oversight Board (PCAOB), Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Council to the Comptroller General of the United States. He also serves as a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (72)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Robert M. Gates (61)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of NACCO Industries, Inc. (mining and manufacturing), Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001), and Brinker International (restaurant management, 2003). He also serves as a member of the Advisory Board of VoteHere.net (secure Internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines), a Director of TRW Inc. (automotive, space, defense, and information technology), and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

George H. Heilmeier (68)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), INET Technologies Inc. (telecommunications network surveillance, 2001), Teletech Holdings (customer management services), and HRL Laboratories (private research and development, 2004). He is Chairman of the General Motors Technology Advisory Committee and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE) (2000). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), and Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002).

Donald J. Kirk (71)

Year of Election or Appointment: 1987

Mr. Kirk is a Governor of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Strategies Inc. (leadership education for arts and culture). Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a Governor of the National Association of Securities Dealers, Inc. (1996-2002), a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (58)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (60)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Co-Chairman and a Director of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Italtel Holding S.p.A. (telecommunications (Milan, Italy), 2004) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida (1999). He also is a member of the Council on Foreign Relations.

Marvin L. Mann (71)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals), where he served as CEO until April 1998, retired as Chairman May 1999, and remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. He is a member of the Executive Committee of the Independent Director's Council of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (71)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), and Progress Energy, Inc. (electric utility). He is also a partner of Franklin Street Partners (private investment management firm) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (65)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman of the Board (2000), CEO (2002), a position he previously held from 1995-2000, Chairman of the Executive Committee (2000), and a Member of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), BellSouth Corporation (telecommunications), Chemical Financial Corporation, and Maersk Inc. (industrial conglomerate, 2002). He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for Mr. Dirks, Ms. Small, and Mr. Wolfe may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dennis J. Dirks (56)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003).

Peter S. Lynch (61)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Advisor Series VIII. Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

Cornelia M. Small (60)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Ms. Small is a member (2000) and Chairperson (2002) of the Investment Committee, and a member (2002) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1998). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

Kenneth L. Wolfe (65)

Year of Election or Appointment: 2004

Member of the Advisory Board of Fidelity Advisor Series VIII. Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003), Bausch & Lomb, Inc., and Revlon Inc. (2004).

Philip L. Bullen (45)

Year of Election or Appointment: 2001

Vice President of Advisor International Capital Appreciation. Mr. Bullen also serves as Vice President of certain Equity Funds (2001) and certain High Income Funds (2001). He is Senior Vice President of FMR (2001) and FMR Co., Inc. (2001), President and a Director of Fidelity Management & Research (Far East) Inc. (2001), President and a Director of Fidelity Management & Research (U.K.) Inc. (2002), and a Director of Strategic Advisers, Inc. (2002). Before joining Fidelity Investments,
Mr. Bullen was President and Chief Investment Officer of Santander Global Advisors (1997-2000) and President and Chief Executive
Officer of Boston's Baring Asset Management Inc. (1994-1997).

Kevin R. McCarey (44)

Year of Election or Appointment: 1997

Vice President of Advisor International Capital Appreciation.
Mr. McCarey serves as Vice President of another fund advised
by FMR. Mr. McCarey also serves as Vice President of FMR (2001)
and FMR Co., Inc. (2001).

Eric D. Roiter (55)

Year of Election or Appointment: 1998

Secretary of Advisor International Capital Appreciation. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management, Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984)
and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003).

Stuart Fross (45)

Year of Election or Appointment: 2003

Assistant Secretary of Advisor International Capital Appreciation. Mr. Fross also serves as Assistant Secretary of other Fidelity funds (2003) and is an employee of FMR.

Christine Reynolds (46)

Year of Election or Appointment: 2004

President, Treasurer, and Anti-Money Laundering (AML) officer of Advisor International Capital Appreciation. Ms. Reynolds also serves as President, Treasurer, and AML officer of other Fidelity funds (2004) and is a Vice President (2003) and an employee (2002) of FMR. Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was most recently an audit partner with PwC's investment management practice.

Timothy F. Hayes (53)

Year of Election or Appointment: 2002

Chief Financial Officer of Advisor International Capital Appreciation. Mr. Hayes also serves as Chief Financial Officer of other Fidelity funds (2002). Recently he was appointed President of Fidelity Service Company (2003) where he also serves as a Director. Mr. Hayes also serves as President of Fidelity Investments Operations Group (FIOG, 2002), which includes Fidelity Pricing and Cash Management Services Group (FPCMS), where he was appointed President in 1998. Previously, Mr. Hayes served as Chief Financial Officer of Fidelity Investments Corporate Systems and Service Group (1998) and Fidelity Systems Company (1997-1998).

Kenneth A. Rathgeber (57)

Year of Election or Appointment: 2004

Chief Compliance Officer of Advisor International Capital Appreciation. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004) and Executive Vice President of Risk Oversight for Fidelity Investments (2002). Previously, he served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

John R. Hebble (46)

Year of Election or Appointment: 2003

Deputy Treasurer of Advisor International Capital Appreciation. Mr. Hebble also serves as Deputy Treasurer of other Fidelity funds (2003), and is an employee of FMR. Before joining Fidelity Investments, Mr. Hebble worked at Deutsche Asset Management where he served as Director of Fund Accounting (2002-2003) and Assistant Treasurer of the Scudder Funds (1998-2003).

Kimberley H. Monasterio (40)

Year of Election or Appointment: 2004

Deputy Treasurer of Advisor International Capital Appreciation. Ms. Monasterio also serves as Deputy Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

John H. Costello (58)

Year of Election or Appointment: 1997

Assistant Treasurer of Advisor International Capital Appreciation. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (57)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor International Capital Appreciation. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), and is a Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002), Fidelity Management & Research (Far East) Inc. (1991-2002), and FMR Corp. (1995-2002).

Peter L. Lydecker (50)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor International Capital Appreciation. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Mark Osterheld (49)

Year of Election or Appointment: 2002

Assistant Treasurer of Advisor International Capital Appreciation. Mr. Osterheld also serves as Assistant Treasurer of other Fidelity funds (2002) and is an employee of FMR.

Kenneth B. Robins (35)

Year of Election or Appointment: 2004

Assistant Treasurer of Advisor International Capital Appreciation. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR (2004). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Thomas J. Simpson (46)

Year of Election or Appointment: 2000

Assistant Treasurer of Advisor International Capital Appreciation. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on October 14, 2004. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to allow the Board of Trustees, if permitted by applicable law, to authorize fund mergers without shareholder approval. A

# of
Votes

% of
Votes

Affirmative

2,282,268,233.14

67.246

Against

730,467,707.56

21.523

Abstain

103,809,011.40

3.059

Broker
Non-Votes

277,361,260.42

8.172

TOTAL

3,393,906,212.52

100.000

PROPOSAL 2

To elect a Board of Trustees. A

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

3,282,000,206.53

96.703

Withheld

111,906,005.99

3.297

TOTAL

3,393,906,212.52

100.000

Ralph F. Cox

Affirmative

3,279,075,431.51

96.617

Withheld

114,830,781.01

3.383

TOTAL

3,393,906,212.52

100.000

Laura B. Cronin

Affirmative

3,279,237,761.11

96.621

Withheld

114,668,451.41

3.379

TOTAL

3,393,906,212.52

100.000

Dennis J. Dirks B

Affirmative

3,282,930,309.01

96.730

Withheld

110,975,903.51

3.270

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

3,281,322,433.94

96.683

Withheld

112,583,778.58

3.317

TOTAL

3,393,906,212.52

100.000

George H. Heilmeier

Affirmative

3,280,995,543.67

96.673

Withheld

112,910,668.85

3.327

TOTAL

3,393,906,212.52

100.000

Abigail P. Johnson

Affirmative

3,279,608,961.18

96.632

Withheld

114,297,251.34

3.368

TOTAL

3,393,906,212.52

100.000

Edward C. Johnson 3d

Affirmative

3,278,921,089.36

96.612

Withheld

114,985,123.16

3.388

TOTAL

3,393,906,212.52

100.000

Donald J. Kirk

Affirmative

3,280,141,703.88

96.648

Withheld

113,764,508.64

3.352

TOTAL

3,393,906,212.52

100.000

Marie L. Knowles

Affirmative

3,282,829,639.58

96.727

Withheld

111,076,572.94

3.273

TOTAL

3,393,906,212.52

100.000

Ned C. Lautenbach

Affirmative

3,282,578,080.40

96.720

Withheld

111,328,132.12

3.280

TOTAL

3,393,906,212.52

100.000

Marvin L. Mann

Affirmative

3,279,829,525.55

96.639

Withheld

114,076,686.97

3.361

TOTAL

3,393,906,212.52

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

3,280,457,721.33

96.657

Withheld

113,448,491.19

3.343

TOTAL

3,393,906,212.52

100.000

Robert L. Reynolds

Affirmative

3,281,840,632.38

96.698

Withheld

112,065,580.14

3.302

TOTAL

3,393,906,212.52

100.000

Cornelia M. Small B

Affirmative

3,282,144,066.64

96.707

Withheld

111,762,145.88

3.293

TOTAL

3,393,906,212.52

100.000

William S. Stavropoulos

Affirmative

3,280,980,279.64

96.673

Withheld

112,925,932.88

3.327

TOTAL

3,393,906,212.52

100.000

PROPOSAL 4

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

296,854,183.04

71.484

Against

30,873,286.51

7.434

Abstain

26,822,454.99

6.459

Broker
Non-Votes

60,724,939.10

14.623

TOTAL

415,274,863.64

100.000

A Denotes trust-wide proposals and voting results.

B Effective January 1, 2005.

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
(Far East) Inc.

Fidelity International
Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

AICAP-UANN-1204
1.784754.101

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

(Fidelity Investment logo)(registered trademark)
Fidelity® Advisor

International
Capital Appreciation

Fund - Institutional Class

Annual Report

October 31, 2004

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

4

Ned Johnson's message to shareholders.

Performance

5

How the fund has done over time.

Management's Discussion

6

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

7

An example of shareholder expenses.

Investment Changes

9

A summary of major shifts in the fund's investments over the past six months.

Investments

10

A complete list of the fund's investments with their market values.

Financial Statements

14

Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

23

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

30

Trustees and Officers

31

Distributions

43

Proxy Voting Results

44

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

Annual Report

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.

The 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. The 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 the fund's portfolio holdings, view the fund's most recent quarterly holdings report, semiannual report, or annual report on Fidelity's web site at http://www.advisor.fidelity.com.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

During the past year or so, much has been reported about the mutual fund industry, and much of it has been more critical than I believe is warranted. Allegations that some companies have been less than forthright with their shareholders have cast a shadow on the entire industry. I continue to find these reports disturbing, and assert that they do not create an accurate picture of the industry overall. Therefore, I would like to remind everyone where Fidelity stands on these issues. I will say two things specifically regarding allegations that some mutual fund companies were in violation of the Securities and Exchange Commission's forward pricing rules or were involved in so-called "market timing" activities.

First, Fidelity has no agreements that permit customers who buy fund shares after 4 p.m. to obtain the 4 p.m. price. This is not a new policy. This is not to say that someone could not deceive the company through fraudulent acts. However, we are extremely diligent in preventing fraud from occurring in this manner - and in every other. But I underscore again that Fidelity has no so-called "agreements" that sanction illegal practices.

Second, Fidelity continues to stand on record, as we have for years, in opposition to predatory short-term trading that adversely affects shareholders in a mutual fund. Back in the 1980s, we initiated a fee - which is returned to the fund and, therefore, to investors - to discourage this activity. Further, we took the lead several years ago in developing a Fair Value Pricing Policy to prevent market timing on foreign securities in our funds. I am confident we will find other ways to make it more difficult for predatory traders to operate. However, this will only be achieved through close cooperation among regulators, legislators and the industry.

Yes, there have been unfortunate instances of unethical and illegal activity within the mutual fund industry from time to time. That is true of any industry. When this occurs, confessed or convicted offenders should be dealt with appropriately. But we are still concerned about the risk of over-regulation and the quick application of simplistic solutions to intricate problems. Every system can be improved, and we support and applaud well thought out improvements by regulators, legislators and industry representatives that achieve the common goal of building and protecting the value of investors' holdings.

For nearly 60 years, Fidelity has worked very hard to improve its products and service to justify your trust. When our family founded this company in 1946, we had only a few hundred customers. Today, we serve more than 18 million customers including individual investors and participants in retirement plans across America.

Let me close by saying that we do not take your trust in us for granted, and we realize that we must always work to improve all aspects of our service to you. In turn, we urge you to continue your active participation with your financial matters, so that your interests can be well served.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2004

Past 1
year

Past 5
years

Life of
fundA

Institutional Class

6.75%

2.26%

7.76%

A From November 3, 1997.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor International Capital Appreciation Fund - Institutional Class on November 3, 1997, when the fund started. The chart shows how the value of your investment would have grown, and also shows how the Morgan Stanley Capital InternationalSM All Country World ex USA Index did over the same period.



Annual Report

Management's Discussion of Fund Performance

Comments from Kevin McCarey, Portfolio Manager of Fidelity® Advisor International Capital Appreciation Fund

Most of the world's major stock markets posted solid gains for the year ending October 31, 2004. The Morgan Stanley Capital InternationalSM Europe, Australasia, Far East (MSCI® EAFE®) Index - designed to represent the performance of developed stock markets outside the United States and Canada - gained 19.00%, compared to 9.42% for the Standard & Poor's 500SM Index. A weak U.S. dollar relative to most foreign currencies was partly responsible for the performance disparity. On a regional basis, Europe was one of the top performers. Many investors felt European stocks offered better valuations and brighter earnings prospects than U.S. equities. Latin American countries, many of which are exporters of oil and materials that received strong support from high commodity prices, also did well. Conversely, Japan significantly underperformed, as early optimism was eroded by disappointing economic indicators and concerns about the impact of China's economic slowdown on exports. Meanwhile, technology-focused Asian emerging markets suffered due to a deceleration in corporate capital spending.

For the 12 months ending October 31, 2004, the fund's Institutional Class shares gained 6.75%. By comparison, the Morgan Stanley Capital International All Country World (MSCI ACWI) ex USA Index returned 19.40%, and the LipperSM International Funds Average returned 16.12%. There were several reasons for the relative underperformance. One was weak stock selection in emerging markets, particularly India. India's stock market plummeted in May, as investors feared whether a new incoming government would reverse India's recent economic reforms. Among the detractors were Indian banks, such as fund holdings State Bank India and Bank of India, which were hurt by a subsequent rise in the country's interest rates. Also hurting performance were some of the fund's technology holdings, including those in emerging markets, which fell on a downturn in demand. On the positive side, Sweden-based wireless telecommunications equipment maker Ericsson was a particularly strong holding, benefiting from stronger-than-expected earnings. Also adding to performance was French telecommunications equipment maker Alcatel, the third-largest holding in the fund at period end, which benefited from improved financial performance.

The views expressed in this statement reflect those of the portfolio manager only through the end of the period of the report as stated on the cover 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, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2004 to October 31, 2004).

Actual Expenses

The first line of the table below 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
May 1, 2004

Ending
Account Value
October 31, 2004

Expenses Paid
During Period
*
May 1, 2004
to October 31, 2004

Class A

Actual

$ 1,000.00

$ 994.20

$ 7.52

HypotheticalA

$ 1,000.00

$ 1,017.36

$ 7.64

Class T

Actual

$ 1,000.00

$ 992.80

$ 8.72

HypotheticalA

$ 1,000.00

$ 1,016.14

$ 8.86

Class B

Actual

$ 1,000.00

$ 989.90

$ 11.85

HypotheticalA

$ 1,000.00

$ 1,012.94

$ 12.06

Class C

Actual

$ 1,000.00

$ 990.60

$ 11.11

HypotheticalA

$ 1,000.00

$ 1,013.70

$ 11.30

Institutional Class

Actual

$ 1,000.00

$ 995.50

$ 6.17

HypotheticalA

$ 1,000.00

$ 1,018.74

$ 6.26

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.50%

Class T

1.74%

Class B

2.37%

Class C

2.22%

Institutional Class

1.23%

Annual Report

Investment Changes

Top Five Stocks as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Actelion Ltd. (Reg.) (Switzerland, Biotechnology)

4.0

2.4

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

3.7

3.0

Alcatel SA (RFD) (France, Communications Equipment)

3.5

0.0

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.2

3.2

UBS AG (Reg.) (Switzerland, Capital Markets)

2.8

2.1

17.2

Top Five Market Sectors as of October 31, 2004

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

18.2

12.7

Financials

17.0

23.7

Health Care

14.0

15.5

Information Technology

13.4

7.9

Energy

9.4

4.4

Top Five Countries as of October 31, 2004

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Switzerland

15.3

13.3

United Kingdom

14.9

14.0

Japan

13.0

17.2

France

12.2

4.9

Germany

6.2

4.0

Percentages are adjusted for the effect of open futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

As of October 31, 2004

As of April 30, 2004

Stocks 94.2%

Stocks 88.7%

Short-Term
Investments and
Net Other Assets 5.8%

Short-Term
Investments and
Net Other Assets 11.3%



Annual Report

Investments October 31, 2004

Showing Percentage of Net Assets

Common Stocks - 94.2%

Shares

Value (Note 1)

Australia - 2.1%

CSL Ltd.

639,539

$ 13,791,019

Bahamas (Nassau) - 0.6%

Kerzner International Ltd. (a)

82,100

4,164,112

Brazil - 3.5%

Aracruz Celulose SA sponsored ADR

490,800

16,530,144

Votorantim Celulose e Papel SA sponsored ADR

190,300

6,574,865

TOTAL BRAZIL

23,105,009

Canada - 4.4%

Canadian Natural Resources Ltd.

339,000

14,274,270

EnCana Corp.

302,900

15,022,507

TOTAL CANADA

29,296,777

China - 1.0%

Global Bio-Chem Technology Group Co. Ltd.

966,000

757,044

Li Ning Co. Ltd.

64,000

25,284

People's Food Holdings Ltd.

5,793,000

4,040,939

Weichai Power Co. Ltd. (H Shares)

720,000

1,484,641

TOTAL CHINA

6,307,908

Denmark - 1.6%

Novo Nordisk AS Series B

213,600

10,647,817

France - 12.2%

Alcatel SA (RFD) (a)(d)

1,599,100

23,362,851

Dassault Systemes SA

155,702

7,926,239

Louis Vuitton Moet Hennessy (LVMH)

71,700

4,927,216

NRJ Group

104,824

2,178,487

Pernod-Ricard

103,471

14,366,685

Societe Generale Series A

117,351

10,917,655

Technip-Coflexip SA

19,400

3,051,138

Total SA Series B

69,657

14,527,664

TOTAL FRANCE

81,257,935

Germany - 6.2%

Adidas-Salomon AG

49,975

7,004,773

Deutsche Telekom AG (Reg.) (a)

755,051

14,549,833

HeidelbergCement AG

200,432

9,895,493

Siemens AG (Reg.)

129,400

9,671,356

TOTAL GERMANY

41,121,455

Hong Kong - 3.6%

China Merchants Holdings International Co. Ltd.

1,338,000

1,976,823

Common Stocks - continued

Shares

Value (Note 1)

Hong Kong - continued

China Resources Power Holdings Co. Ltd.

266,000

$ 152,074

Johnson Electric Holdings Ltd.

3,319,500

3,305,128

Li & Fung Ltd.

2,316,000

3,421,766

Solomon Systech Ltd.

16,868,000

4,269,173

Techtronic Industries Co. Ltd.

5,596,000

11,143,544

TOTAL HONG KONG

24,268,508

India - 3.6%

Bank of Baroda

1,397,345

4,748,230

National Thermal Power Corp.

57,200

78,227

State Bank of India

1,231,507

13,125,662

Zee Telefilms Ltd.

1,867,946

6,166,055

TOTAL INDIA

24,118,174

Italy - 2.3%

Banca Intesa Spa

1,699,300

6,980,447

ENI Spa

373,100

8,538,767

TOTAL ITALY

15,519,214

Japan - 13.0%

Aisin Seiki Co. Ltd.

132,400

2,971,134

Fast Retailing Co. Ltd.

68,400

4,355,988

Fuji Photo Film Co. Ltd.

235,300

8,048,245

Honda Motor Co. Ltd.

126,300

6,135,654

Hoya Corp.

48,600

4,996,154

JAFCO Co. Ltd.

99,000

5,098,030

Nintendo Co. Ltd.

43,600

4,927,066

SFCG Co. Ltd.

23,570

4,961,871

SKY Perfect Communications, Inc.

2,323

2,831,455

Softbank Corp. (d)

253,400

11,492,606

Sumitomo Mitsui Financial Group, Inc.

1,483

9,654,528

Toyota Motor Corp.

263,100

10,206,964

Tv Asahi Corp.

3,408

7,084,235

UFJ Holdings, Inc. (a)

818

3,802,674

TOTAL JAPAN

86,566,604

Korea (South) - 0.1%

Korea Exchange Bank (a)

105,990

705,338

Netherlands - 5.6%

ASML Holding NV (a)

507,100

7,226,175

ASML Holding NV (NY Shares) (a)

1,245,700

17,751,225

Common Stocks - continued

Shares

Value (Note 1)

Netherlands - continued

ING Groep NV (Certificaten Van Aandelen)

290,000

$ 7,722,700

QIAGEN NV (a)

444,600

4,730,544

TOTAL NETHERLANDS

37,430,644

Spain - 1.4%

Antena 3 Television SA (a)

32,000

2,061,853

Telefonica SA

433,700

7,203,757

TOTAL SPAIN

9,265,610

Sweden - 0.7%

Hennes & Mauritz AB (H&M) (B Shares)

165,450

4,829,240

Switzerland - 15.3%

ABB Ltd. (Reg.) (a)

1,152,419

6,680,130

Actelion Ltd. (Reg.) (a)

234,687

26,932,585

Barry Callebaut AG

18,158

3,498,358

Julius Baer Holding AG (Bearer)

23,267

6,529,105

Novartis AG (Reg.)

206,233

9,901,246

Roche Holding AG (participation certificate)

204,901

21,008,446

The Swatch Group AG (Reg.)

335,640

9,278,037

UBS AG (Reg.)

254,745

18,466,465

TOTAL SWITZERLAND

102,294,372

Taiwan - 1.1%

Hon Hai Precision Industries Co. Ltd.

1,945,000

7,153,087

United Kingdom - 14.9%

BHP Billiton PLC

495,700

5,041,959

BP PLC

762,400

7,401,633

BPB PLC

517,000

3,992,648

Capita Group PLC

691,681

4,470,980

Collins Stewart Tullett PLC

788,040

5,665,854

Enterprise Inns PLC

301,400

3,428,441

FKI PLC

1,320,282

2,899,328

HSBC Holdings PLC (United Kingdom) (Reg.)

611,800

9,914,831

Invensys PLC (a)

3,887,400

1,089,411

Man Group PLC

228,871

5,497,043

Rank Group PLC

1,280,198

6,728,310

Rio Tinto PLC (Reg.)

191,200

5,081,140

Shire Pharmaceuticals Group PLC

605,351

5,730,656

Taylor Nelson Sofres PLC

1,790,333

7,599,913

Vodafone Group PLC

9,686,843

24,982,367

TOTAL UNITED KINGDOM

99,524,514

Common Stocks - continued

Shares

Value (Note 1)

United States of America - 1.0%

NTL, Inc. (a)

101,820

$ 6,772,048

TOTAL COMMON STOCKS

(Cost $563,551,334)

628,139,385

Money Market Funds - 11.2%

Fidelity Cash Central Fund, 1.79% (b)

62,427,416

62,427,416

Fidelity Securities Lending Cash Central Fund, 1.77% (b)(c)

11,896,468

11,896,468

TOTAL MONEY MARKET FUNDS

(Cost $74,323,884)

74,323,884

TOTAL INVESTMENT PORTFOLIO - 105.4%

(Cost $637,875,218)

702,463,269

NET OTHER ASSETS - (5.4)%

(35,712,720)

NET ASSETS - 100%

$ 666,750,549

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 listing of the fund's holdings as of its most recent fiscal year end is available upon request.

(c) Includes investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Income Tax Information

At October 31, 2004, the fund had a capital loss carryforward of approximately $42,234,000 of which $30,000,000 and $12,234,000 will expire on October 31, 2009 and 2010, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

October 31, 2004

Assets

Investment in securities, at value (including securities loaned of $11,296,684) (cost $637,875,218) - See accompanying schedule

$ 702,463,269

Foreign currency held at value (cost $987,397)

998,718

Receivable for investments sold

24,218

Receivable for fund shares sold

723,849

Dividends receivable

819,657

Interest receivable

71,810

Other affiliated receivables

565

Other receivables

150,082

Total assets

705,252,168

Liabilities

Payable for investments purchased

$ 24,378,899

Payable for fund shares redeemed

1,209,299

Accrued management fee

394,398

Distribution fees payable

222,266

Other affiliated payables

214,890

Other payables and accrued expenses

185,399

Collateral on securities loaned, at value

11,896,468

Total liabilities

38,501,619

Net Assets

$ 666,750,549

Net Assets consist of:

Paid in capital

$ 644,923,882

Accumulated net investment loss

(29,120)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(42,763,143)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

64,618,930

Net Assets

$ 666,750,549

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

October 31, 2004

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($103,606,112 ÷ 6,729,275 shares)

$ 15.40

Maximum offering price per share
(100/94.25 of $15.40)

$ 16.34

Class T:
Net Asset Value
and redemption price per share ($216,587,941 ÷ 14,195,806 shares)

$ 15.26

Maximum offering price per share
(100/96.50 of $15.26)

$ 15.81

Class B:
Net Asset Value
and offering price per share ($59,984,627 ÷ 4,080,786 shares) A

$ 14.70

Class C:
Net Asset Value
and offering price per share ($76,411,510 ÷ 5,183,048 shares) A

$ 14.74

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($210,160,359 ÷ 13,432,793 shares)

$ 15.65

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

Year ended October 31, 2004

Investment Income

Dividends

$ 9,818,996

Interest

591,239

Security lending

253,357

10,663,592

Less foreign taxes withheld

(901,570)

Total income

9,762,022

Expenses

Management fee

$ 4,837,850

Transfer agent fees

2,237,475

Distribution fees

2,509,282

Accounting and security lending fees

358,201

Non-interested trustees' compensation

3,385

Custodian fees and expenses

457,326

Registration fees

155,044

Audit

56,274

Legal

8,627

Miscellaneous

120,606

Total expenses before reductions

10,744,070

Expense reductions

(545,195)

10,198,875

Net investment income (loss)

(436,853)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities

35,064,387

Foreign currency transactions

(882,431)

Total net realized gain (loss)

34,181,956

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,041,856)

(3,660,931)

Assets and liabilities in foreign currencies

62,317

Total change in net unrealized appreciation (depreciation)

(3,598,614)

Net gain (loss)

30,583,342

Net increase (decrease) in net assets resulting from operations

$ 30,146,489

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Year ended
October 31,
2004

Year ended
October 31,
2003

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (436,853)

$ (626,466)

Net realized gain (loss)

34,181,956

27,831,112

Change in net unrealized appreciation (depreciation)

(3,598,614)

72,027,991

Net increase (decrease) in net assets resulting
from operations

30,146,489

99,232,637

Distributions to shareholders from net investment income

(685,316)

-

Share transactions - net increase (decrease)

90,343,050

247,591,083

Redemption fees

23,611

-

Total increase (decrease) in net assets

119,827,834

346,823,720

Net Assets

Beginning of period

546,922,715

200,098,995

End of period (including accumulated net investment loss of $29,120 and undistributed net investment income of $354,316, respectively)

$ 666,750,549

$ 546,922,715

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.47

$ 10.93

$ 11.08

$ 15.26

$ 15.06

Income from Investment Operations

Net investment income (loss)C

.01

- E

- E

(.01)

(.03)

Net realized and unrealized gain (loss)

.92

3.54

(.15)

(3.73)

.88

Total from investment operations

.93

3.54

(.15)

(3.74)

.85

Distributions from net investment income

-

-

-

(.44)

-

Distributions in excess of net investment income

-

-

-

-

(.02)

Distributions from net realized gain

-

-

-

-

(.63)

Total distributions

-

-

-

(.44)

(.65)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 15.40

$ 14.47

$ 10.93

$ 11.08

$ 15.26

Total Return A, B

6.43%

32.39%

(1.35)%

(25.17)%

5.31%

Ratios to Average Net Assets D

Expenses before expense reductions

1.48%

1.59%

1.67%

1.71%

1.55%

Expenses net of voluntary waivers, if any

1.48%

1.59%

1.67%

1.70%

1.55%

Expenses net of all reductions

1.40%

1.54%

1.57%

1.57%

1.50%

Net investment income (loss)

.06%

.01%

(.02)%

(.05)%

(.16)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 103,606

$ 41,867

$ 16,879

$ 12,070

$ 15,348

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 14.38

$ 10.88

$ 11.05

$ 15.21

$ 15.02

Income from Investment Operations

Net investment income (loss) C

(.03)

(.03)

(.03)

(.03)

(.06)

Net realized and unrealized gain (loss)

.91

3.53

(.14)

(3.73)

.88

Total from investment operations

.88

3.50

(.17)

(3.76)

.82

Distributions from net investment income

-

-

-

(.40)

-

Distributions in excess of net investment income

-

-

-

-

(.01)

Distributions from net realized gain

-

-

-

-

(.62)

Total distributions

-

-

-

(.40)

(.63)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 15.26

$ 14.38

$ 10.88

$ 11.05

$ 15.21

Total Return A, B

6.12%

32.17%

(1.54)%

(25.32)%

5.13%

Ratios to Average Net Assets D

Expenses before expense reductions

1.74%

1.85%

1.86%

1.87%

1.72%

Expenses net of voluntary waivers, if any

1.74%

1.85%

1.86%

1.87%

1.72%

Expenses net of all reductions

1.66%

1.79%

1.76%

1.73%

1.67%

Net investment income (loss)

(.20)%

(.24)%

(.21)%

(.22)%

(.33)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 216,588

$ 149,514

$ 98,148

$ 88,818

$ 145,721

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 13.94

$ 10.61

$ 10.84

$ 14.96

$ 14.82

Income from Investment Operations

Net investment income (loss) C

(.12)

(.09)

(.09)

(.10)

(.16)

Net realized and unrealized gain (loss)

.88

3.42

(.14)

(3.67)

.89

Total from investment operations

.76

3.33

(.23)

(3.77)

.73

Distributions from net investment income

-

-

-

(.35)

-

Distributions in excess of net investment income

-

-

-

-

(.01)

Distributions from net realized gain

-

-

-

-

(.58)

Total distributions

-

-

-

(.35)

(.59)

Redemption fees added to paid in capital C

- E

-

-

-

-

Net asset value, end of period

$ 14.70

$ 13.94

$ 10.61

$ 10.84

$ 14.96

Total Return A, B

5.45%

31.39%

(2.12)%

(25.75)%

4.60%

Ratios to Average Net Assets D

Expenses before expense reductions

2.35%

2.42%

2.44%

2.47%

2.30%

Expenses net of voluntary waivers, if any

2.35%

2.42%

2.44%

2.45%

2.30%

Expenses net of all reductions

2.27%

2.37%

2.34%

2.32%

2.26%

Net investment income (loss)

(.80)%

(.82)%

(.79)%

(.80)%

(.92)%

Supplemental Data

Net assets, end of period (000 omitted)

$ 59,985

$ 50,358

$ 36,981

$ 36,593

$ 49,140

Portfolio turnover rate

170%

205%

193%

270%

308%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of any voluntary 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.

E Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2004

2003

2002

2001

2000

Selected Per-Share Data

Net asset value, beginning of period

$ 13.96

$ 10.62

$ 10.83

$ 14.96

$ 14.83

Income from Investment Operations

Net investment income (loss) C

(.10)

(.08)

(.08)

(.09)

(.15)

Net realized and unrealized gain (loss)

.88

3.42

(.13)

(3.67)

.88

Total from investment operations