-----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, EZ1B7vP69KEOkfsdKqeRqbRHO1kuo4V34svHu+fJeAimbpn4vGGznFLOUs/qmBew UQED764albARcQwZX8Zffg== 0000722574-09-000295.txt : 20091229 0000722574-09-000295.hdr.sgml : 20091229 20091229115731 ACCESSION NUMBER: 0000722574-09-000295 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 321 CONFORMED PERIOD OF REPORT: 20091031 FILED AS OF DATE: 20091229 DATE AS OF CHANGE: 20091229 EFFECTIVENESS DATE: 20091229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY INVESTMENT TRUST CENTRAL INDEX KEY: 0000744822 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-04008 FILM NUMBER: 091263192 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6174391269 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAILZONE ZH-1 CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY OVERSEAS FUND DATE OF NAME CHANGE: 19861228 0000744822 S000007093 Fidelity International Discovery Fund C000019407 Fidelity International Discovery Fund FIGRX C000019408 Fidelity Advisor International Discovery Fund: Class A FAIDX C000019409 Fidelity Advisor International Discovery Fund: Class B FADDX C000019410 Fidelity Advisor International Discovery Fund: Class C FCADX C000019411 Fidelity Advisor International Discovery Fund: Class T FTADX C000019412 Fidelity Advisor International Discovery Fund: Institutional Class FIADX C000064259 Class K 0000744822 S000007094 Fidelity Europe Fund C000019413 Fidelity Europe Fund FIEUX C000076779 Class F 0000744822 S000007096 Fidelity Japan Fund C000019415 Fidelity Japan Fund FJPNX C000076780 Class F 0000744822 S000007097 Fidelity Japan Smaller Companies Fund C000019416 Fidelity Japan Smaller Companies Fund FJSCX 0000744822 S000007098 Fidelity Latin America Fund C000019417 Fidelity Latin America Fund FLATX 0000744822 S000007099 Fidelity Nordic Fund C000019418 Fidelity Nordic Fund FNORX 0000744822 S000007100 Fidelity Overseas Fund C000019419 Fidelity Overseas Fund FOSFX C000064260 Class K C000076781 Class F 0000744822 S000007101 Fidelity Pacific Basin Fund C000019420 Fidelity Pacific Basin Fund FPBFX 0000744822 S000007102 Fidelity Southeast Asia Fund C000019421 Fidelity Southeast Asia Fund FSEAX C000076782 Class F 0000744822 S000007103 Fidelity Worldwide Fund C000019422 Fidelity Worldwide Fund FWWFX C000074282 Fidelity Advisor Worldwide Fund: Class A C000074283 Fidelity Advisor Worldwide Fund: Class B C000074284 Fidelity Advisor Worldwide Fund: Class C C000074285 Fidelity Advisor Worldwide Fund: Class T C000074286 Fidelity Advisor Worldwide Fund: Institutional Class 0000744822 S000007104 Fidelity International Small Cap Fund C000019423 Fidelity International Small Cap Fund FISMX C000019424 Fidelity Advisor International Small Cap Fund: Class A FIASX C000019425 Fidelity Advisor International Small Cap Fund: Class B FIBSX C000019426 Fidelity Advisor International Small Cap Fund: Class C FICSX C000019427 Fidelity Advisor International Small Cap Fund: Class T FTISX C000019428 Fidelity Advisor International Small Cap Fund: Institutional Class FIXIX 0000744822 S000007105 Fidelity International Small Cap Opportunities Fund C000019429 Fidelity International Small Cap Opportunities Fund FSCOX C000019430 Fidelity Advisor International Small Cap Opportunities Fund: Class A FOPAX C000019431 Fidelity Advisor International Small Cap Opportunities Fund: Class B FOPBX C000019432 Fidelity Advisor International Small Cap Opportunities Fund: Class C FOPCX C000019433 Fidelity Advisor International Small Cap Opportunities Fund: Class T FOPTX C000019434 Fidelity Advisor International Small Cap Opportunities Fund: Institutional Class FOPIX 0000744822 S000007106 Fidelity International Capital Appreciation Fund C000019435 Fidelity International Capital Appreciation Fund FIVFX 0000744822 S000007107 Fidelity Canada Fund C000019436 Fidelity Canada Fund FICDX C000047986 Fidelity Advisor Canada Fund: Class A C000047987 Fidelity Advisor Canada Fund: Class B C000047988 Fidelity Advisor Canada Fund: Class C C000047989 Fidelity Advisor Canada Fund: Class T C000047990 Fidelity Advisor Canada Fund: Institutional Class 0000744822 S000007108 Fidelity China Region Fund C000019437 Fidelity China Region Fund FHKCX C000064261 Fidelity Advisor China Region Fund: Class A C000064262 Fidelity Advisor China Region Fund: Class B C000064263 Fidelity Advisor China Region Fund: Class C C000064264 Fidelity Advisor China Region Fund: Class T C000064265 Fidelity Advisor China Region Fund: Institutional Class 0000744822 S000007109 Fidelity Diversified International Fund C000019438 Fidelity Diversified International Fund FDIVX C000064266 Class K C000076783 Class F 0000744822 S000007110 Fidelity Emerging Markets Fund C000019439 Fidelity Emerging Markets Fund FEMKX C000064267 Class K 0000744822 S000007111 Fidelity Europe Capital Appreciation Fund C000019440 Fidelity Europe Capital Appreciation Fund FECAX 0000744822 S000012165 Fidelity International Value Fund C000033179 Fidelity International Value C000033180 Fidelity Advisor International Value Fund: Class A C000033181 Fidelity Advisor International Value Fund: Class B C000033182 Fidelity Advisor International Value Fund: Class C C000033183 Fidelity Advisor International Value Fund: Class T C000033184 Fidelity Advisor International Value Fund: Institutional Class 0000744822 S000019397 Fidelity International Growth Fund C000053902 Fidelity International Growth Fund C000053903 Fidelity Advisor International Growth Fund: Class A C000053904 Fidelity Advisor International Growth Fund: Class B C000053905 Fidelity Advisor International Growth Fund: Class C C000053906 Fidelity Advisor International Growth Fund: Class T C000053907 Fidelity Advisor International Growth Fund: Institutional Class 0000744822 S000019398 Fidelity Total International Equity Fund C000053908 Fidelity Advisor Total International Equity Fund: Class C C000053909 Fidelity Advisor Total International Equity Fund: Class T C000053910 Fidelity Advisor Total International Equity Fund: Institutional Class C000053911 Fidelity Total International Equity Fund C000053912 Fidelity Advisor Total International Equity Fund: Class A C000053913 Fidelity Advisor Total International Equity Fund: Class B 0000744822 S000022100 Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund C000063412 Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund C000063413 Fidelity Advisor Emerging Europe, Middle East, Africa (EMEA) Fund: Class A C000063414 Fidelity Advisor Emerging Europe, Middle East, Africa (EMEA) Fund: Class B C000063415 Fidelity Advisor Emerging Europe, Middle East, Africa (EMEA) Fund: Class C C000063416 Fidelity Advisor Emerging Europe, Middle East, Africa (EMEA) Fund: Class T C000063417 Fidelity Advisor Emerging Europe, Middle East, Africa (EMEA) Fund: Institutional Class 0000744822 S000023605 Fidelity Series Emerging Markets Fund C000069437 Fidelity Series Emerging Markets Fund C000076784 Class F 0000744822 S000024314 Fidelity Global Commodity Stock Fund C000071913 Fidelity Global Commodity Stock Fund C000071914 Fidelity Advisor Global Commodity Stock Fund: Class A C000071915 Fidelity Advisor Global Commodity Stock Fund: Class B C000071916 Fidelity Advisor Global Commodity Stock Fund: Class C C000071917 Fidelity Advisor Global Commodity Stock Fund: Class T C000071918 Fidelity Advisor Global Commodity Stock Fund: Institutional Class 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 811-4008

Fidelity Investment Trust
(Exact name of registrant as specified in charter)

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

October 31

 

 

Date of reporting period:

October 31, 2009

Item 1. Reports to Stockholders

Fidelity's
Broadly Diversified International Equity
Funds

Fidelity® Diversified International Fund

Fidelity International Capital Appreciation Fund

Fidelity Overseas Fund

Fidelity Worldwide Fund

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Diversified International Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

International Capital Appreciation Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Overseas Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Worldwide Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

Annual Report

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Diversified International

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Diversified International and Class K, and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Diversified International

1.01%

 

 

 

Actual

 

$ 1,000.00

$ 1,280.30

$ 5.81B

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.14C

Class K

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,281.70

$ 4.54B

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02C

Class F

.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.60

$ 2.68B

HypotheticalA

 

$ 1,000.00

$ 1,021.63

$ 3.62C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Diversified International and Class K and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Diversified International

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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, 2009

Past 1
year

Past 5
years

Past 10
years

Diversified International

24.32%

4.76%

5.72%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Diversified International, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® (Europe, Australasia, Far East) Index performed over the same period.


fid46

Annual Report

Diversified International

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund: For the year ending October 31, 2009, the fund's Retail Class shares returned 24.32%, trailing its benchmark, the MSCI EAFE. A combination of unfavorable stock selection in financials and an underweighting in the sector, which performed well during the period, was the biggest detractor from relative results. In addition, stock picks and an underweighting in the capital goods industry dampened returns. Adverse stock and market selection within technology also hurt, with our results heavily influenced by one holding that disappointed - Indonesian software maker Satyam Computer Services. Regionally, weak stock picking and lower-than-benchmark exposure to the strong-performing Australian market and dollar did the most damage. Security selection in Japan weighed on returns as well, but that negative was partially offset by being significantly underweighted in this lagging market. Unfavorable country allocations within Europe also detracted, as did a modest cash position. The biggest individual detractor was an overweighted position in Japanese financial firm ORIX, closely followed by our stake in Satyam. Conversely, stock choices in consumer discretionary - primarily in automobiles/components and retailing - and an underweighting in automobiles/components added the most to relative performance. Underweighted exposure to the weak-performing utilities sector also helped, as did security selection in telecommunication services and energy. On a geographic basis, the fund benefited from its modest out-of-index exposure to Canada and Brazil - markets that fared extremely well, bolstered in part by a weak U.S. dollar - and from some strong-performing U.S. holdings. In terms of specific contributors, largely avoiding German automaker and index constituent Volkswagen paid off nicely, as did an overweighting in Belgium-based Anheuser-Busch InBev. Some stocks mentioned in this report were not held at period end.

Note to shareholders: The fund reopened to new accounts on March 31, 2009.

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

Portfolio

Diversified International

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid48

United Kingdom

17.4%

 

fid50

Japan

14.5%

 

fid52

United States of America

10.4%

 

fid54

France

9.7%

 

fid56

Switzerland

8.9%

 

fid58

Germany

6.9%

 

fid60

Canada

5.3%

 

fid62

Spain

4.7%

 

fid64

Italy

2.9%

 

fid66

Other

19.3%

 

fid68

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

As of April 30, 2009

fid48

United Kingdom

17.3%

 

fid50

Japan

15.4%

 

fid52

Switzerland

11.3%

 

fid54

United States of America

8.6%

 

fid56

Germany

7.9%

 

fid58

France

7.7%

 

fid60

Canada

6.4%

 

fid62

Spain

4.0%

 

fid64

Italy

2.9%

 

fid66

Other

18.5%

 

fid80

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.3

97.2

Short-Term Investments and Net Other Assets

3.7

2.8

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

2.3

1.3

Telefonica SA (Spain, Diversified Telecommunication Services)

2.1

1.9

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

1.9

1.9

Nestle SA (Reg.) (Switzerland, Food Products)

1.9

2.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.4

1.5

E.ON AG (Germany, Electric Utilities)

1.4

1.6

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.3

1.6

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

1.3

1.4

Sanofi-Aventis (France, Pharmaceuticals)

1.1

0.2

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.2

 

15.8

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.2

16.6

Industrials

9.8

10.8

Energy

9.8

9.5

Consumer Staples

9.3

11.2

Health Care

9.1

10.7

Information Technology

9.3

9.8

Consumer Discretionary

9.1

10.5

Materials

7.2

7.4

Telecommunication Services

7.0

6.7

Utilities

3.5

4.0

Annual Report

Diversified International

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 95.9%

Shares

Value

Australia - 2.0%

AMP Ltd.

9,328,713

$ 49,137,637

BHP Billiton Ltd. sponsored ADR (c)

5,901,000

386,987,580

CSL Ltd.

1,000,000

28,068,376

National Australia Bank Ltd.

1,500,000

39,619,394

Newcrest Mining Ltd.

2,500,000

71,838,011

QBE Insurance Group Ltd.

7,578,885

152,579,248

TOTAL AUSTRALIA

728,230,246

Bailiwick of Jersey - 1.1%

Experian PLC

16,500,000

151,431,422

Informa PLC (d)

33,962,087

163,485,254

WPP PLC

8,000,000

71,719,125

TOTAL BAILIWICK OF JERSEY

386,635,801

Belgium - 1.1%

Anheuser-Busch InBev SA NV

8,258,700

388,959,645

Anheuser-Busch InBev SA NV (strip VVPR) (a)

5,339,200

39,285

TOTAL BELGIUM

388,998,930

Bermuda - 0.3%

Clear Media Ltd. (a)

22,325,000

9,896,263

Huabao International Holdings Ltd.

21,290,000

20,308,104

Seadrill Ltd. (a)(c)

4,000,000

83,547,266

TOTAL BERMUDA

113,751,633

Brazil - 1.3%

Banco Santander (Brasil) SA ADR (a)

7,000,000

83,020,000

BR Malls Participacoes SA (a)

4,500,000

48,265,387

Itau Unibanco Banco Multiplo SA ADR

6,270,000

120,007,800

Petroleo Brasileiro SA - Petrobras sponsored ADR

1,300,000

60,086,000

Vivo Participacoes SA sponsored ADR

5,000,000

121,250,000

Votorantim Celulose e Papel SA sponsored ADR (a)

2,400,000

32,976,000

TOTAL BRAZIL

465,605,187

Canada - 5.3%

Agnico-Eagle Mines Ltd. (Canada)

896,500

47,687,491

Air Canada:

warrants 10/27/12 (a)(e)

3,421,100

521,292

Class A (a)(e)

6,842,200

6,824,192

Barrick Gold Corp.

1,286,600

46,290,748

Canadian Natural Resources Ltd.

2,700,000

175,087,962

Canadian Pacific Railway Ltd.

2,000,000

86,623,263

Cequence Energy Ltd. (a)

2,468

7,977

CGI Group, Inc. Class A (sub. vtg.) (a)

474,500

5,792,945

Crescent Point Energy Corp.

340,000

11,554,694

EnCana Corp.

3,068,000

169,995,844

Flint Energy Services Ltd. (a)

1,000,000

10,850,995

Niko Resources Ltd. (d)

2,525,000

204,266,519

Open Text Corp. (a)

1,000,000

37,308,953

OZ Optics Ltd. unit (a)(g)

102,000

481,440

Painted Pony Petroleum Ltd. (a)(e)

677,100

3,676,731

 

Shares

Value

Painted Pony Petroleum Ltd.
Class A (a)

734,000

$ 3,972,148

PetroBakken Energy Ltd. Class A

4,250,000

122,533,130

Petrobank Energy & Resources Ltd. (a)(c)(d)

5,475,000

239,355,866

Research In Motion Ltd. (a)

1,650,800

96,951,498

Royal Bank of Canada

700,000

35,425,036

Silver Wheaton Corp. (a)

5,000,000

62,797,248

Suncor Energy, Inc.

9,992,000

331,451,854

Toronto-Dominion Bank

600,000

34,176,479

Trican Well Service Ltd. (d)

7,000,000

81,839,590

Ultra Petroleum Corp. (a)

660,200

32,052,710

Westernzagros Resources Ltd. (a)

3,497,100

4,295,279

Yamana Gold, Inc.

2,945,900

31,231,410

TOTAL CANADA

1,883,053,294

Cayman Islands - 0.1%

Belle International Holdings Ltd.

16,510,000

16,669,343

China Dongxiang Group Co. Ltd.

8,480,000

5,181,302

Hengan International Group Co. Ltd.

4,992,000

32,135,276

TOTAL CAYMAN ISLANDS

53,985,921

China - 0.5%

Baidu.com, Inc. sponsored ADR (a)

114,600

43,309,632

China Merchants Bank Co. Ltd.
(H Shares)

38,141,850

97,582,406

Global Bio-Chem Technology Group Co. Ltd.

36,981,600

9,001,587

NetEase.com, Inc. sponsored ADR (a)

548,400

21,179,208

TOTAL CHINA

171,072,833

Czech Republic - 0.0%

Komercni Banka AS

25,000

4,972,797

Denmark - 1.1%

A.P. Moller - Maersk AS Series B

160

1,100,874

Carlsberg AS Series B

1,582,733

111,715,703

Novo Nordisk AS Series B

4,042,300

251,754,616

William Demant Holding AS (a)

567,348

40,550,497

TOTAL DENMARK

405,121,690

Finland - 0.1%

Nokian Tyres PLC

1,778,000

38,042,687

France - 9.7%

Accor SA

478,682

23,016,417

Alcatel-Lucent SA sponsored ADR (a)

14,000,000

51,660,000

Alstom SA

672,859

46,858,643

Atos Origin SA (a)

1,003,169

47,150,254

AXA SA

85,138

2,117,254

AXA SA sponsored ADR

9,711,800

240,852,640

BNP Paribas SA (c)

4,273,515

323,553,152

Bouygues SA

2,227,761

105,396,114

Cap Gemini SA (c)

5,037,700

234,332,119

CNP Assurances

400,000

38,713,537

Credit Agricole SA

3,210,944

61,921,972

Danone

2,639,828

159,095,386

Common Stocks - continued

Shares

Value

France - continued

Dassault Aviation SA

36,265

$ 27,136,489

Essilor International SA

2,100,000

117,893,228

Financiere Marc de Lacharriere SA (Fimalac) (c)

900,000

47,009,401

GDF Suez

2,124,314

89,107,607

Iliad Group SA

325,000

35,247,301

L'Oreal SA

1,100,000

112,775,177

LVMH Moet Hennessy - Louis Vuitton

800,000

83,172,006

Neopost SA

600,000

52,640,287

Pernod Ricard SA (c)

2,372,905

198,302,068

PPR SA

2,000,000

218,848,916

Renault SA (a)

15,900

715,968

Sanofi-Aventis

5,439,362

398,689,994

Schneider Electric SA

1,943,517

203,087,353

Societe Generale Series A

2,910,780

194,378,800

Technip SA

1,150,000

72,480,460

Total SA Series B

2,200,000

131,639,756

Unibail-Rodamco

274,439

60,961,265

Vallourec SA

529,190

83,869,172

TOTAL FRANCE

3,462,622,736

Germany - 6.8%

Aixtron AG

2,051,600

61,497,682

Allianz AG sponsored ADR

14,738,700

167,284,245

BASF AG

1,801,474

96,760,006

Bayer AG

18,110

1,258,669

Bayerische Motoren Werke AG (BMW)

2,315,230

113,435,290

Beiersdorf AG

29,000

1,788,080

Daimler AG (Reg.)

1,936,056

93,375,983

Deutsche Boerse AG

3,503,226

284,153,093

E.ON AG

13,259,440

509,066,226

Fresenius Medical Care AG & Co. KGaA

2,204,700

106,900,551

Fresenius SE

2,700,000

134,532,044

GEA Group AG

4,500,000

84,959,939

GFK AG

1,600,000

50,668,410

HeidelbergCement AG

275,400

16,506,438

Linde AG

1,436,129

150,871,031

Metro AG

881,300

48,970,076

Munich Re Group (Reg.)

943,740

149,486,191

RWE AG

808,900

71,063,107

SAP AG

500,000

22,635,000

Siemens AG:

(Reg.)

26,550

2,390,031

sponsored ADR

3,090,000

278,161,800

TOTAL GERMANY

2,445,763,892

Greece - 0.2%

Alpha Bank AE (a)

986,100

19,285,059

 

Shares

Value

Hellenic Telecommunications Organization SA

2,104,477

$ 35,613,696

Piraeus Bank SA

1,905,100

33,220,881

TOTAL GREECE

88,119,636

Hong Kong - 1.0%

China Unicom (Hong Kong) Ltd. sponsored ADR

7,982,500

100,978,625

Hong Kong Exchange & Clearing Ltd.

4,000,000

70,412,242

Hutchison Whampoa Ltd.

10,000,000

70,190,671

Li & Fung Ltd.

5,000,000

20,795,326

Swire Pacific Ltd. (A Shares)

5,007,500

61,025,338

Wharf Holdings Ltd.

7,226,000

39,043,926

TOTAL HONG KONG

362,446,128

India - 1.2%

HDFC Bank Ltd.

800,000

27,267,683

Indiabulls Financial Services Ltd.

1,039,597

3,699,678

Indiabulls Real Estate Ltd. (a)

1,710,239

8,954,011

Infosys Technologies Ltd.

2,807,942

130,513,383

Reliance Industries Ltd.

840,000

34,013,504

State Bank of India

3,327,536

153,665,639

Tata Steel Ltd.

6,648,141

65,762,699

TOTAL INDIA

423,876,597

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR

269,200

7,133,800

PT Perusahaan Gas Negara Tbk
Series B

130,000,000

48,370,887

TOTAL INDONESIA

55,504,687

Ireland - 1.1%

Covidien PLC

2,250,000

94,770,000

CRH PLC

5,936,269

145,096,932

Ryanair Holdings PLC sponsored ADR (a)

5,603,300

152,801,991

TOTAL IRELAND

392,668,923

Israel - 0.3%

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,000,000

100,960,000

Italy - 2.6%

ENI SpA sponsored ADR

3,700,000

183,446,000

Fiat SpA (a)

19,699,100

294,520,220

Intesa Sanpaolo SpA

43,666,955

184,742,060

Telecom Italia SpA sponsored ADR

6,000,000

95,160,000

UniCredit SpA

46,687,257

157,329,030

Unione di Banche Italiane SCPA

1,200,000

17,190,647

TOTAL ITALY

932,387,957

Japan - 14.5%

Canon, Inc. sponsored ADR

4,743,300

178,632,678

Daiichi Sankyo Kabushiki Kaisha

2,093,600

40,902,356

Denso Corp.

7,000,000

191,273,354

East Japan Railway Co.

1,650,000

105,669,902

Eisai Co. Ltd.

1,850,000

65,697,690

Common Stocks - continued

Shares

Value

Japan - continued

Fanuc Ltd.

1,700,000

$ 141,211,875

Fast Retailing Co. Ltd.

555,000

91,354,413

Honda Motor Co. Ltd.

5,000,000

154,441,996

Hoya Corp.

1,999,500

44,005,987

Ibiden Co. Ltd.

1,000,000

35,804,504

Japan Tobacco, Inc.

29,838

83,715,311

JSR Corp.

4,543,500

88,618,588

Jupiter Telecommunications Co.

20,000

18,281,754

Keyence Corp.

880,000

174,711,345

Kubota Corp.

1,500,000

11,656,813

Kyocera Corp.

1,020,700

85,625,427

Mazda Motor Corp.

8,955,000

20,211,329

Mitsubishi Corp.

7,615,700

161,464,492

Mitsubishi UFJ Financial Group, Inc.

68,342,000

364,037,297

Mitsui & Co. Ltd.

13,450,000

176,647,987

Murata Manufacturing Co. Ltd.

1,459,400

71,210,445

NGK Insulators Ltd.

4,111,000

92,214,721

Nikon Corp.

4,300,000

80,146,324

Nintendo Co. Ltd.

360,000

90,301,892

Nippon Telegraph & Telephone Corp.

1,600,000

66,023,473

Nitto Denko Corp.

2,000,000

60,402,968

Nomura Holdings, Inc.

29,395,400

207,196,885

NSK Ltd.

5,000,000

29,050,429

Omron Corp.

4,001,300

67,380,820

ORIX Corp.

2,740,000

176,999,656

Promise Co. Ltd. (c)

1,500,000

9,535,159

Rakuten, Inc.

170,000

116,431,200

Ricoh Co. Ltd.

5,500,000

74,750,463

ROHM Co. Ltd.

1,239,100

82,177,884

Sankyo Co. Ltd. (Gunma)

1,100,000

62,835,377

Seven & i Holdings Co., Ltd.

3,778,600

82,726,662

Shin-Etsu Chemical Co., Ltd.

1,688,200

89,532,410

Softbank Corp.

1,666,400

39,268,991

Sony Financial Holdings, Inc.

32,710

93,870,622

Sumco Corp.

3,964,900

75,667,832

Sumitomo Corp.

6,500,000

63,103,629

Sumitomo Metal Industries Ltd.

15,000,000

38,323,956

Sumitomo Mitsui Financial Group,
Inc.

6,764,200

229,928,752

THK Co. Ltd.

5,000,000

86,403,869

Tokai Carbon Co. Ltd.

6,000,000

28,962,542

Tokyo Electron Ltd.

2,150,000

120,958,018

Toshiba Corp.

26,056,000

148,927,315

Toyota Motor Corp. sponsored ADR

5,970,100

470,981,189

Yahoo! Japan Corp. (c)

299,774

91,889,145

TOTAL JAPAN

5,181,167,726

Korea (South) - 1.6%

Amorepacific Corp.

139,531

95,939,650

LG Household & Health Care Ltd.

200,000

41,386,090

Lotte Shopping Co. Ltd.

71,612

20,151,312

 

Shares

Value

NHN Corp. (a)

1,000,000

$ 146,949,287

Samsung Electronics Co. Ltd.

470,100

281,837,739

TOTAL KOREA (SOUTH)

586,264,078

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares)
Class A (c)

2,250,000

76,545,000

SES SA FDR (France) unit

5,630,000

122,242,615

TOTAL LUXEMBOURG

198,787,615

Mexico - 0.4%

America Movil SAB de CV Series L sponsored ADR

2,013,600

88,860,168

Cemex SA de CV sponsored ADR

5,750,000

59,685,000

TOTAL MEXICO

148,545,168

Netherlands - 1.6%

Akzo Nobel NV

755,800

44,799,315

Gemalto NV (a)

1,700,000

71,759,400

ING Groep NV (Certificaten Van Aandelen) unit (a)

85,500

1,112,591

Koninklijke KPN NV

10,137,900

184,242,570

Koninklijke Philips Electronics NV

90,000

2,260,722

Koninklijke Philips Electronics NV
(NY Shares)

2,934,500

73,626,605

QIAGEN NV (a)

2,041,000

42,514,030

Randstad Holdings NV (a)

2,180,046

83,088,409

Royal DSM NV

1,358,700

59,661,946

Unilever NV (Certificaten Van Aandelen) unit

50,000

1,545,495

TOTAL NETHERLANDS

564,611,083

Netherlands Antilles - 0.5%

Schlumberger Ltd.

2,890,200

179,770,440

Norway - 0.7%

DnB NOR ASA (a)(c)

5,627,000

64,808,622

Pronova BioPharma ASA (a)(d)

15,500,000

48,182,882

StatoilHydro ASA

122,000

2,895,479

Telenor ASA (a)

9,410,000

121,854,578

TOTAL NORWAY

237,741,561

Papua New Guinea - 0.5%

Lihir Gold Ltd.

60,000,000

164,055,454

South Africa - 0.8%

Aspen Pharmacare Holdings Ltd.

146,200

1,238,840

Impala Platinum Holdings Ltd.

7,000,000

156,172,800

MTN Group Ltd.

8,644,800

130,017,792

TOTAL SOUTH AFRICA

287,429,432

Spain - 4.7%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (c)

3,141,935

55,926,443

Banco Santander SA

152,000

2,445,859

Banco Santander SA:

rights 11/2/09 (a)

152,000

26,841

Common Stocks - continued

Shares

Value

Spain - continued

Banco Santander SA: - continued

sponsored ADR (c)

18,250,000

$ 293,095,000

Enagas SA

5,000,649

103,169,045

Grupo Acciona SA

290,000

35,462,883

Grupo Ferrovial SA

2,300,000

95,647,807

Iberdrola SA (c)

14,570,200

132,504,007

Inditex SA

1,755,565

103,336,067

Red Electrica Corporacion SA

1,700,000

88,082,568

Telefonica SA

27,590,200

770,445,795

TOTAL SPAIN

1,680,142,315

Sweden - 0.4%

H&M Hennes & Mauritz AB (B Shares)

1,880,995

106,836,881

Telefonaktiebolaget LM Ericsson
(B Shares) sponsored ADR (c)

4,700,000

48,880,000

TOTAL SWEDEN

155,716,881

Switzerland - 8.9%

Actelion Ltd. (Reg.) (a)

3,043,726

168,041,203

Alcon, Inc.

725,000

103,522,750

ARYZTA AG

2,000,000

78,744,762

Bank Sarasin & Co. Ltd. Series B (Reg.)

48,400

1,931,566

Credit Suisse Group (Reg.)

1,500,000

80,170,138

Kuehne & Nagel International AG

1,400,000

127,161,095

Lonza Group AG

125,817

9,803,205

Nestle SA (Reg.)

14,222,360

662,813,815

Nobel Biocare Holding AG (Switzerland)

2,350,000

66,874,574

Roche Holding AG (participation certificate)

3,203,717

514,230,767

Schindler Holding AG (Reg.)

1,300,000

90,078,940

SGS Societe Generale de Surveillance Holding SA (Reg.)

82,550

110,619,092

Sonova Holding AG

2,100,000

216,528,604

Sulzer AG (Reg.)

885,300

69,195,069

Swiss Reinsurance Co. (Reg.)

1,330,645

54,491,475

Tecan Group AG (d)

1,100,000

67,537,277

Transocean Ltd. (a)

1,663,800

139,609,458

UBS AG:

(For. Reg.) (a)

4,272,205

71,224,035

(NY Shares) (a)

11,800,000

195,762,000

Zurich Financial Services AG (Reg.)

1,495,271

343,762,235

TOTAL SWITZERLAND

3,172,102,060

Taiwan - 0.6%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

34,500,000

134,625,561

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

8,039,998

76,701,581

TOTAL TAIWAN

211,327,142

 

Shares

Value

United Kingdom - 17.4%

Anglo American PLC (United Kingdom) (a)

1,141,328

$ 41,505,385

AstraZeneca PLC (United Kingdom)

1,200,000

53,887,808

Barclays PLC

63,622,287

333,560,418

Barratt Developments PLC (a)

4,100,000

9,094,094

Bellway PLC

2,450,000

29,403,817

BG Group PLC

10,000,900

173,225,488

BHP Billiton PLC

4,000,000

107,931,931

Bovis Homes Group PLC (d)

7,250,000

49,028,663

BP PLC sponsored ADR

4,200,000

237,804,000

British American Tobacco PLC:

(United Kingdom)

47,200

1,504,577

sponsored ADR

2,508,000

161,088,840

British Land Co. PLC

11,588,678

89,842,148

Capita Group PLC

20,500,451

256,807,795

Carphone Warehouse Group PLC

20,856,732

63,040,594

Centrica PLC

424,000

1,728,474

easyJet PLC (a)(d)

28,500,000

168,495,470

GlaxoSmithKline PLC sponsored ADR

250,000

10,290,000

HSBC Holdings PLC:

(United Kingdom) (Reg.)

475,223

5,253,019

sponsored ADR (c)

14,844,300

822,225,778

Imperial Tobacco Group PLC

5,676,100

167,742,377

Inchcape PLC (a)

121,790,000

58,686,740

International Power PLC

14,835,892

61,868,221

ITV PLC

20,883,300

14,657,351

Johnson Matthey PLC

1,000,000

23,182,216

Man Group PLC

36,357,500

185,044,404

Misys PLC

15,000,355

51,003,724

National Grid PLC

6,319,500

62,926,528

Next PLC

2,500,000

73,675,775

Pearson PLC

7,000,000

95,675,894

Persimmon PLC

4,200,000

27,816,689

Prudential PLC

17,440,819

159,350,082

QinetiQ Group PLC

8,630,000

23,265,061

Reckitt Benckiser Group PLC

9,000,000

448,457,668

Rio Tinto PLC:

(Reg.)

1,147,952

50,767,722

sponsored ADR (c)

1,000,000

178,030,000

Royal Dutch Shell PLC:

Class A (United Kingdom)

164,500

4,880,275

Class A sponsored ADR

4,049,200

240,562,972

Class B ADR

6,008,200

349,436,912

Segro PLC

6,947,400

40,264,032

Standard Chartered PLC (United Kingdom)

11,355,070

279,734,521

Tesco PLC

34,885,147

233,307,407

Vodafone Group PLC

680,000

1,499,105

Vodafone Group PLC sponsored ADR

30,159,000

669,228,210

Common Stocks - continued

Shares

Value

United Kingdom - continued

Wolseley PLC (a)

2,000,000

$ 40,650,968

Xstrata PLC

4,953,166

71,765,852

TOTAL UNITED KINGDOM

6,229,199,005

United States of America - 6.7%

Allergan, Inc.

2,960,500

166,528,125

AMETEK, Inc.

900,000

31,401,000

C. R. Bard, Inc.

900,000

67,563,000

CME Group, Inc.

307,000

92,901,270

Coach, Inc.

2,072,900

68,343,513

Cummins, Inc.

1,100,000

47,366,000

CVS Caremark Corp.

1,452,300

51,266,190

Danaher Corp.

450,000

30,703,500

ENSCO International, Inc.

2,402,400

110,005,896

Express Scripts, Inc. (a)

1,500,000

119,880,000

Goldman Sachs Group, Inc.

640,000

108,908,800

Google, Inc. Class A (a)

306,800

164,481,616

Henry Schein, Inc. (a)

800,000

42,264,000

JPMorgan Chase & Co.

4,190,900

175,053,893

Medco Health Solutions, Inc. (a)

1,350,000

75,762,000

Microsoft Corp.

1,448,000

40,153,040

Morgan Stanley

5,220,500

167,682,460

Newmont Mining Corp.

1,000,000

43,460,000

Pfizer, Inc.

7,111,500

121,108,845

Philip Morris International, Inc.

4,000,000

189,440,000

PNC Financial Services Group, Inc.

2,061,100

100,870,234

Pride International, Inc. (a)

1,038,000

30,683,280

Range Resources Corp.

707,200

35,395,360

State Street Corp.

700,000

29,386,000

Synthes, Inc.

300,000

35,669,038

Visa, Inc. Class A

1,800,000

136,368,000

Wells Fargo & Co.

4,044,780

111,312,346

TOTAL UNITED STATES OF AMERICA

2,393,957,406

TOTAL COMMON STOCKS

(Cost $31,642,660,004)

34,294,638,941

Nonconvertible Preferred Stocks - 0.4%

 

 

 

 

Germany - 0.1%

Bayerische Motoren Werke AG (BMW) (non-vtg.)

792,000

26,094,820

Italy - 0.3%

Fiat SpA (a)

4,930,600

43,969,084

Intesa Sanpaolo SpA

22,000,000

72,032,373

TOTAL ITALY

116,001,457

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $150,344,568)

142,096,277

Money Market Funds - 6.0%

Shares

Value

Fidelity Cash Central Fund, 0.20% (f)

1,182,345,265

$ 1,182,345,265

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(f)

969,781,454

969,781,454

TOTAL MONEY MARKET FUNDS

(Cost $2,152,126,719)

2,152,126,719

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $33,945,131,291)

36,588,861,937

NET OTHER ASSETS - (2.3)%

(839,528,804)

NET ASSETS - 100%

$ 35,749,333,133

Legend

(a) Non-income producing

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

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

(d) Affiliated company

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,022,215 or 0.0% of net assets.

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

(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 $481,440 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 8,769,282

Fidelity Securities Lending Cash Central Fund

22,941,366

Total

$ 31,710,648

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Bovis Homes Group PLC

$ 36,892,190

$ 2,746,800

$ -

$ -

$ 49,028,663

easyJet PLC

149,638,996

4,142,767

10,393,440

-

168,495,470

European Capital Ltd.

13,349,451

-

-

-

-

Flint Energy Services Ltd.

20,173,329

-

11,966,493

-

-

Informa PLC

91,463,882

25,683,318

16,413,166

3,631,670

163,485,254

Niko Resources Ltd.

194,858,186

-

110,125,793

301,830

204,266,519

Petrobank Energy & Resources Ltd.

89,650,025

13,088,112

-

-

239,355,866

Pronova BioPharma ASA

33,771,424

6,967,044

-

-

48,182,882

Tecan Group AG

49,374,624

-

-

730,945

67,537,277

Trican Well Service Ltd.

69,582,435

-

3,233,004

515,522

81,839,590

Total

$ 748,754,542

$ 52,628,041

$ 152,131,896

$ 5,179,967

$ 1,022,191,521

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,229,199,005

$ 5,782,726,356

$ 446,472,649

$ -

Japan

5,181,167,726

649,613,867

4,531,553,859

-

France

3,462,622,736

2,930,175,732

532,447,004

-

Switzerland

3,172,102,060

3,020,707,887

151,394,173

-

Germany

2,471,858,712

2,353,457,698

118,401,014

-

United States of America

2,393,957,406

2,393,957,406

-

-

Canada

1,883,053,294

1,878,895,123

3,676,731

481,440

Spain

1,680,142,315

907,250,661

772,891,654

-

Italy

1,048,389,414

1,048,389,414

-

-

Other

6,914,242,550

4,581,636,204

2,332,606,346

-

Money Market Funds

2,152,126,719

2,152,126,719

-

-

Total Investments in Securities

$ 36,588,861,937

$ 27,698,937,067

$ 8,889,443,430

$ 481,440

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

Investments in Securities:

Beginning Balance

$ 16,942,832

Total Realized Gain (Loss)

(72,993,522)

Total Unrealized Gain (Loss)

71,016,258

Cost of Purchases

-

Proceeds of Sales

(14,484,128)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 481,440

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (750,210)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $4,558,512,169 of which $956,598,602 and $3,601,913,567 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Diversified International

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $906,642,612) - See accompanying schedule:

Unaffiliated issuers (cost $30,542,223,032)

$ 33,414,543,697

 

Fidelity Central Funds (cost $2,152,126,719)

2,152,126,719

 

Other affiliated issuers (cost $1,250,781,540)

1,022,191,521

 

Total Investments (cost $33,945,131,291)

 

$ 36,588,861,937

Foreign currency held at value (cost $17,135,662)

17,145,822

Receivable for investments sold

211,251,485

Receivable for fund shares sold

42,999,627

Dividends receivable

67,616,236

Distributions receivable from Fidelity Central Funds

405,896

Prepaid expenses

211,794

Other receivables

2,926,641

Total assets

36,931,419,438

 

 

 

Liabilities

Payable for investments purchased

$ 149,347,827

Payable for fund shares redeemed

31,655,895

Accrued management fee

21,905,687

Other affiliated payables

7,255,292

Other payables and accrued expenses

2,140,150

Collateral on securities loaned, at value

969,781,454

Total liabilities

1,182,086,305

 

 

 

Net Assets

$ 35,749,333,133

Net Assets consist of:

 

Paid in capital

$ 37,380,881,387

Undistributed net investment income

412,089,844

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

(4,689,123,637)

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

2,645,485,539

Net Assets

$ 35,749,333,133

Diversified International:
Net Asset Value
, offering price and redemption price per share ($30,998,269,612 ÷ 1,153,864,659 shares)

$ 26.86

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($4,713,908,891 ÷ 175,295,722 shares)

$ 26.89

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($37,154,630 ÷ 1,381,663 shares)

$ 26.89

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends (including $5,179,967 earned from other affiliated issuers)

 

$ 804,693,798

Interest

 

60,192

Income from Fidelity Central Funds

 

31,710,648

 

 

836,464,638

Less foreign taxes withheld

 

(72,641,533)

Total income

 

763,823,105

 

 

 

Expenses

Management fee
Basic fee

$ 211,525,849

Performance adjustment

(8,758,758)

Transfer agent fees

80,732,229

Accounting and security lending fees

2,628,761

Custodian fees and expenses

5,083,608

Independent trustees' compensation

212,867

Depreciation in deferred trustee compensation account

(118)

Registration fees

359,372

Audit

222,940

Legal

188,969

Miscellaneous

668,301

Total expenses before reductions

292,864,020

Expense reductions

(5,138,176)

287,725,844

Net investment income (loss)

476,097,261

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(3,404,738,398)

Other affiliated issuers

(45,816,278)

 

Foreign currency transactions

57,559,792

Futures contracts

2,433,055

Total net realized gain (loss)

 

(3,390,561,829)

Change in net unrealized appreciation (depreciation) on:

Investment securities

9,785,458,028

Assets and liabilities in foreign currencies

(46,450,045)

Total change in net unrealized appreciation (depreciation)

 

9,739,007,983

Net gain (loss)

6,348,446,154

Net increase (decrease) in net assets resulting from operations

$ 6,824,543,415

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 476,097,261

$ 752,597,206

Net realized gain (loss)

(3,390,561,829)

(1,222,596,476)

Change in net unrealized appreciation (depreciation)

9,739,007,983

(27,541,183,667)

Net increase (decrease) in net assets resulting from operations

6,824,543,415

(28,011,182,937)

Distributions to shareholders from net investment income

(412,836,673)

(623,834,183)

Distributions to shareholders from net realized gain

-

(3,411,186,315)

Total distributions

(412,836,673)

(4,035,020,498)

Share transactions - net increase (decrease)

129,291,951

1,321,563,137

Redemption fees

1,098,454

1,934,056

Total increase (decrease) in net assets

6,542,097,147

(30,722,706,242)

 

 

 

Net Assets

Beginning of period

29,207,235,986

59,929,942,228

End of period (including undistributed net investment income of $412,089,844 and undistributed net investment income of $552,385,607, respectively)

$ 35,749,333,133

$ 29,207,235,986

Financial Highlights - Diversified International

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 21.96

$ 45.41

$ 37.58

$ 30.80

$ 26.08

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .35

.55

.47

.46

.30

Net realized and unrealized gain (loss)

  4.86

(20.96)

10.23

7.33

4.63

Total from investment operations

  5.21

(20.41)

10.70

7.79

4.93

Distributions from net investment income

  (.31)

(.47)

(.36)

(.28)

(.15)

Distributions from net realized gain

  -

(2.57)

(2.51)

(.73)

(.06)

Total distributions

  (.31)

(3.04)

(2.87)

(1.01)

(.21)

Redemption fees added to paid in capital B,F

  -

-

-

-

-

Net asset value, end of period

$ 26.86

$ 21.96

$ 45.41

$ 37.58

$ 30.80

Total Return A

  24.32%

(48.04)%

30.37%

25.89%

19.01%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.01%

1.04%

.93%

1.01%

1.10%

Expenses net of fee waivers, if any

  1.01%

1.04%

.93%

1.01%

1.10%

Expenses net of all reductions

  .99%

1.02%

.91%

.97%

1.07%

Net investment income (loss)

  1.58%

1.53%

1.20%

1.32%

1.02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 30,998,270

$ 28,274,961

$ 59,929,942

$ 43,965,189

$ 29,637,193

Portfolio turnover rate D

  54%

49%

51%

59%

41%

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

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

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

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 K

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 21.98

$ 38.39

Income from Investment Operations

 

 

Net investment income (loss) D

  .42

.16

Net realized and unrealized gain (loss)

  4.85

(16.57)

Total from investment operations

  5.27

(16.41)

Distributions from net investment income

  (.36)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 26.89

$ 21.98

Total Return B,C

  24.64%

(42.75)%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  .77%

.88% A

Expenses net of fee waivers, if any

  .77%

.88% A

Expenses net of all reductions

  .76%

.87% A

Net investment income (loss)

  1.81%

1.45% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 4,713,909

$ 932,275

Portfolio turnover rate F

  54%

49%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 23.29

Income from Investment Operations

 

Net investment income (loss) D

  (.02)

Net realized and unrealized gain (loss)

  3.62

Total from investment operations

  3.60

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 26.89

Total Return B,C

  15.46%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .71% A

Expenses net of fee waivers, if any

  .71% A

Expenses net of all reductions

  .70% A

Net investment income (loss)

  (.19)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 37,155

Portfolio turnover rate F

  54%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares on June 26, 2009. The Fund offers Diversified International, Class K, and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 fees incurred. Certain expense reductions also differ by class. The Fund was closed to most new accounts effective the close of business on October 25, 2004 and reopened after the close of business on March 30, 2009. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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, certain foreign taxes, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 5,918,146,519

Gross unrealized depreciation

(3,405,027,342)

Net unrealized appreciation (depreciation)

$ 2,513,119,177

 

 

Tax Cost

$ 34,075,742,760

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Undistributed ordinary income

$ 412,629,848

Capital loss carryforward

$ (4,558,512,169)

Net unrealized appreciation (depreciation)

$ 2,514,874,070

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 412,836,673

$ 623,834,183

Long-term Capital Gains

-

3,411,186,315

Total

$ 412,836,673

$ 4,035,020,498

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts and forward foreign currency contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Equity Risk

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

Foreign Exchange Risk

Foreign exchange rate risk is the risk that the value of securities denominated in other currencies will fluctuate due to changes in exchange rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and

Annual Report

5. Investments in Derivative Instruments - continued

Futures Contracts - continued

changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Forward Foreign Currency Contracts. The Fund generally uses forward foreign currency contracts to facilitate transactions in foreign-denominated securities and manage the risk associated with fluctuations in foreign currency exchange rates. Forward foreign currency contracts are customized transactions that require the exchange of currency at a specific exchange rate on an agreed upon future date. These contracts are generally used to protect a fund against a decline in the value of existing investments denominated in foreign currency or to shift its investment exposure from one currency to another. Risks of loss may include foreign exchange risk and the failure by the counterparty to perform under the terms of the agreement.

Forward foreign currency contracts are valued daily and fluctuations in exchange rates on open contracts are reflected as unrealized gain (loss) on the Statement of Assets and Liabilities. Realized gain (loss) is recognized on settlement date. Purchases and sales of forward foreign currency contracts having the same settlement date and broker are offset and any realized gain (loss) is recognized on the date of offset. Any unrealized gains (losses) on offsetting contracts that settle after period end are reflected as a Receivable or Payable for closed foreign currency contracts. The net realized and change in unrealized gain (loss) on forward foreign currency contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open forward foreign currency contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain
(Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 2,433,055

$ -

Foreign Exchange Risk

 

 

Forward Foreign Currency Contracts

84,022,416

(49,526,241)

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)

$ 86,455,471

$ (49,526,241)

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $84,022,416 for forward foreign currency contracts and $2,433,055 for futures contracts.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $(49,526,241) for forward foreign currency contracts.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $15,993,356,171 and $15,359,588,559, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .68% of the Fund's average net assets.

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 Diversified International. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Diversified International

$ 78,979,600

.29

Class K

1,752,629

.06

 

$ 80,732,229

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $20,209 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $151,920 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $22,941,366.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Diversified International's operating expenses. During the period, this reimbursement reduced the Fund's expenses by $22,168.

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 $5,115,819 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 $189.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Diversified International

$ 394,538,470

$ 623,834,183

Class K

18,298,203

-

Total

$ 412,836,673

$ 623,834,183

From net realized gain

 

 

Diversified International

$ -

$ 3,411,186,315

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 B,C

2008 A

2009 B,C

2008 A

Diversified International

 

 

 

 

Shares sold

266,412,212

306,179,666

$ 5,884,913,394

$ 10,595,590,795

Conversion to Class K

(113,348,310)

(43,282,557)

(2,310,072,040)

(933,288,874)

Reinvestment of distributions

20,012,374

95,512,855

380,635,740

3,896,924,337

Shares redeemed

(307,025,690)

(390,314,331)

(6,660,643,668)

(13,365,445,996)

Net increase (decrease)

(133,949,414)

(31,904,367)

$ (2,705,166,574)

$ 193,780,262

Class K

 

 

 

 

Shares sold

46,252,428

1,216,070

$ 1,096,724,275

$ 245,180,524

Conversion from Diversified International

113,393,333

43,251,317

2,310,072,040

933,288,874

Reinvestment of distributions

963,570

-

18,298,203

-

Shares redeemed

(27,732,811)

(2,048,185)

(629,090,058)

(50,686,523)

Net increase (decrease)

132,876,520

42,419,202

$ 2,796,004,460

$ 1,127,782,875

Class F

 

 

 

 

Shares sold

1,396,615

-

$ 38,873,992

$ -

Shares redeemed

(14,952)

-

(419,927)

-

Net increase (decrease)

1,381,663

-

$ 38,454,065

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Conversion transactions for Class K and Diversified International are for the period November 1, 2008 to August 31, 2009.

13. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Diversified International Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, 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 periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Diversified International Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Fidelity International Capital Appreciation Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Actual

.95%

$ 1,000.00

$ 1,361.10

$ 5.65

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,020.42

$ 4.84

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity International Capital Appreciation Fund

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10 years

Fidelity International Capital Appreciation Fund A

45.95%

1.77%

1.14%

A Prior to February 11, 2000, International Capital Appreciation operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity International Capital Appreciation Fund on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI ACWISM (All Country World Index) ex USA Index performed over the same period.


fid82

Annual Report

International Capital Appreciation

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Sammy Simnegar, Portfolio Manager of Fidelity® International Capital Appreciation Fund: During the past year, the fund returned 45.95%, handily beating the 34.26% return of the MSCI All Country World ex USA Index. Stock selection in materials accounted for roughly half of the fund's edge over the index. Also helping were my picks in energy, telecommunication services, health care and financials, among other sectors. In fact, industrials was the only detracting sector. Investment bank Morgan Stanley was our top contributor, as the company's woes during the credit crisis gave way to a soaring stock price amid easing concerns about its balance sheet. Also bolstering our results was U.K.-based metals and minerals producer Rio Tinto, Belgian brewer Anheuser-Busch InBev, Russian steel producer Evraz Group, Swiss copper and coal miner Xstrata, and Canadian gold producer Agnico-Eagle Mines. German LED lighting equipment maker Aixtron helped as well. Conversely, commercial bank Citigroup suffered serious deterioration in its balance sheet and held back performance. Other detractors were Japanese finance company ORIX and copper miner Mercator Minerals. Morgan Stanley, Evraz, Aixtron, Citigroup and Mercator Minerals were out-of-index positions. Some stocks I've mentioned were sold by period end.

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

Annual Report

International Capital Appreciation Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid48

United Kingdom

15.1%

 

fid50

Japan

12.5%

 

fid52

United States of America

7.8%

 

fid87

France

7.5%

 

fid56

Canada

6.4%

 

fid58

Spain

4.6%

 

fid60

India

3.8%

 

fid62

Russia

3.7%

 

fid64

Australia

3.6%

 

fid66

Other

35.0%

 

fid95

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

As of April 30, 2009

fid48

Japan

15.0%

 

fid50

United Kingdom

14.2%

 

fid52

United States of America

13.4%

 

fid54

France

9.8%

 

fid56

Canada

6.1%

 

fid58

Germany

4.7%

 

fid60

Switzerland

3.7%

 

fid62

Spain

3.4%

 

fid64

Italy

3.1%

 

fid66

Other

26.6%

 

fid107

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.4

96.0

Short-Term Investments and Net Other Assets

0.6

4.0

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

2.1

1.6

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

1.8

0.0

Banco Santander SA (Spain, Commercial Banks)

1.5

0.0

Telefonica SA (Spain, Diversified Telecommunication Services)

1.4

1.6

Mitsubishi UFJ Financial Group, Inc. sponsored ADR (Japan, Commercial Banks)

1.3

1.5

Sanofi-Aventis sponsored ADR (France, Pharmaceuticals)

1.3

1.4

Barclays PLC Sponsored ADR (United Kingdom, Commercial Banks)

1.3

1.2

Teva Pharmaceutical Industries Ltd. sponsored ADR (Israel, Pharmaceuticals)

1.3

1.3

BNP Paribas SA (France, Commercial Banks)

1.2

1.1

UBS AG (NY Shares) (Switzerland, Capital Markets)

1.2

1.1

 

14.4

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.6

23.5

Information Technology

11.0

5.9

Energy

11.1

8.9

Materials

8.9

11.7

Industrials

8.9

9.9

Consumer Discretionary

7.3

10.8

Telecommunication Services

7.3

8.0

Consumer Staples

6.7

7.4

Utilities

5.4

4.0

Health Care

5.2

5.9

Annual Report

International Capital Appreciation Fund

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.9%

Shares

Value

Australia - 3.6%

Karoon Gas Australia Ltd. (a)

173,571

$ 1,175,123

MacArthur Coal Ltd.

257,473

1,927,988

Origin Energy Ltd.

176,328

2,527,504

OZ Minerals Ltd. (a)

2,102,755

2,198,059

Paladin Energy Ltd. (a)

550,795

1,992,063

Westfield Group unit

270,979

2,934,829

Woolworths Ltd.

133,958

3,427,643

TOTAL AUSTRALIA

16,183,209

Bailiwick of Guernsey - 0.5%

Raven Russia Ltd.

3,237,900

2,312,453

Belgium - 1.8%

Anheuser-Busch InBev SA NV

92,539

4,358,305

Fortis (a)

877,700

3,812,742

TOTAL BELGIUM

8,171,047

Bermuda - 1.8%

Dufry South America Ltd. unit

116,074

2,016,730

Huabao International Holdings Ltd.

2,445,000

2,332,237

Northern Offshore Ltd. (a)

2,045,000

3,214,230

Scorpion Offshore Ltd. (a)

187,000

751,122

TOTAL BERMUDA

8,314,319

Brazil - 2.8%

Banco Santander (Brasil) SA ADR (a)

252,300

2,992,278

Companhia Energetica de Minas Gerais (CEMIG) (PN) sponsored ADR (non-vtg.) (c)

145,300

2,294,287

PDG Realty S.A. Empreendimentos e Participacoes

277,500

2,316,176

Vivo Participacoes SA sponsored ADR

114,700

2,781,475

Votorantim Celulose e Papel SA sponsored ADR (a)(c)

179,378

2,464,654

TOTAL BRAZIL

12,848,870

Canada - 6.4%

Canadian Imperial Bank of Commerce

54,000

3,091,841

Consolidated Thompson Iron Mines Ltd. (a)

578,700

2,672,115

Eastern Platinum Ltd. (a)

1,752,800

1,165,458

First Quantum Minerals Ltd.

39,100

2,672,745

First Uranium Corp. (a)

2,033,700

5,070,869

Grande Cache Coal Corp. (a)

680,900

2,345,437

Niko Resources Ltd.

30,800

2,491,647

OPTI Canada, Inc. (a)(c)

1,275,600

2,238,205

Research In Motion Ltd. (a)

58,400

3,429,833

Suncor Energy, Inc.

118,300

3,924,215

TOTAL CANADA

29,102,365

Cayman Islands - 2.2%

China High Speed Transmission Equipment Group Co. Ltd.

469,000

940,599

Himax Technologies, Inc. sponsored ADR

793,800

2,095,632

 

Shares

Value

JA Solar Holdings Co. Ltd. ADR (a)

726,800

$ 2,783,644

Peak Sport Products Co. Ltd.

5,331,000

2,280,292

Trina Solar Ltd. ADR (a)(c)

61,800

2,007,264

TOTAL CAYMAN ISLANDS

10,107,431

China - 1.3%

China Construction Bank Corp. (H Shares)

4,351,000

3,751,232

NetEase.com, Inc. sponsored ADR (a)(c)

59,900

2,313,338

TOTAL CHINA

6,064,570

Cyprus - 0.4%

Mirland Development Corp. PLC (a)(d)

716,300

1,943,375

Czech Republic - 0.5%

Ceske Energeticke Zavody AS

49,300

2,457,747

Denmark - 1.8%

Carlsberg AS Series B

37,000

2,611,610

Novo Nordisk AS Series B

48,613

3,027,620

Vestas Wind Systems AS (a)

39,193

2,778,024

TOTAL DENMARK

8,417,254

Egypt - 0.5%

Orascom Telecom Holding SAE unit

67,600

2,305,160

France - 7.5%

Atos Origin SA (a)

47,923

2,252,444

AXA SA sponsored ADR

151,300

3,752,240

BNP Paribas SA (c)

74,402

5,633,068

Credit Agricole SA

166,400

3,208,968

Iliad Group SA

21,270

2,306,800

Nexity

59,500

2,222,202

Renault SA (a)

54,500

2,454,104

Saft Groupe SA

44,091

2,294,556

Sanofi-Aventis sponsored ADR

158,800

5,862,896

Societe Generale Series A

65,957

4,404,539

TOTAL FRANCE

34,391,817

Germany - 2.2%

Aixtron AG

164,500

4,930,965

HeidelbergCement AG

45,288

2,714,392

Metro AG

43,100

2,394,883

TOTAL GERMANY

10,040,240

Greece - 0.5%

Hellenic Telecommunications Organization SA

135,900

2,299,812

Hong Kong - 1.1%

China Resources Power Holdings Co. Ltd.

1,092,000

2,262,290

China Unicom (Hong Kong) Ltd. sponsored ADR

202,200

2,557,830

TOTAL HONG KONG

4,820,120

India - 3.8%

Bank of Baroda

214,704

2,319,997

Common Stocks - continued

Shares

Value

India - continued

BGR Energy Systems Ltd.

221,290

$ 2,191,760

ICSA (India) Ltd.

861,818

3,260,628

Indiabulls Real Estate Ltd. (a)

440,015

2,303,713

MIC Electronics Ltd.

2,650,244

2,063,881

Reliance Industries Ltd.

78,838

3,192,329

Sintex Industries Ltd.

433,408

1,906,505

TOTAL INDIA

17,238,813

Ireland - 0.5%

Covidien PLC

54,600

2,299,752

Israel - 1.8%

Bezeq Israeli Telecommunication Corp. Ltd.

1,044,900

2,337,926

Teva Pharmaceutical Industries Ltd. sponsored ADR

111,600

5,633,568

TOTAL ISRAEL

7,971,494

Italy - 0.9%

Intesa Sanpaolo SpA

992,381

4,198,473

Japan - 12.5%

eAccess Ltd.

3,574

2,506,813

Elpida Memory, Inc. (a)

164,400

2,148,014

Hitachi Ltd.

821,000

2,651,038

Itochu Corp.

415,000

2,623,272

Japan Tobacco, Inc.

1,097

3,077,810

JTEKT Corp.

209,400

2,212,195

Kyocera Corp.

34,700

2,910,946

Mazda Motor Corp.

1,070,000

2,414,977

Mitsubishi Corp.

152,200

3,226,873

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

1,151,400

6,113,934

Mitsubishi UFJ Lease & Finance Co. Ltd.

75,460

2,247,762

Mitsui & Co. Ltd.

229,500

3,014,179

ORIX Corp.

64,720

4,180,809

Sapporo Breweries Ltd. (c)

511,000

2,668,280

Softbank Corp.

127,500

3,004,559

Sony Corp. sponsored ADR

111,900

3,288,741

Sumco Corp.

115,500

2,204,251

Sumitomo Mitsui Financial Group, Inc.

104,300

3,545,367

Toshiba Corp.

521,000

2,977,860

TOTAL JAPAN

57,017,680

Korea (South) - 2.9%

DigiTech Systems Co., Ltd. (a)

45,124

936,255

Hanjin Heavy Industries & Consolidated Co. Ltd.

192,655

3,429,752

Hyundai Mipo Dockyard Co. Ltd.

40,025

3,285,342

LG Corp.

43,136

2,434,834

Lumens Co. Ltd. (a)

578,318

3,212,198

TOTAL KOREA (SOUTH)

13,298,381

Luxembourg - 0.6%

Millicom International Cellular SA (a)

40,900

2,562,794

 

Shares

Value

Netherlands - 1.3%

Gemalto NV (a)

57,461

$ 2,425,510

ING Groep NV sponsored ADR (a)

277,000

3,573,300

TOTAL NETHERLANDS

5,998,810

Norway - 1.1%

DnB NOR ASA (a)

220,400

2,538,443

Sevan Marine ASA (a)(c)

1,567,472

2,543,060

TOTAL NORWAY

5,081,503

Qatar - 0.7%

Commercial Bank of Qatar GDR (Reg. S)

773,161

3,057,525

Russia - 3.7%

LSR Group OJSC GDR (Reg. S) (a)

325,200

2,435,748

Mechel Steel Group OAO sponsored ADR

149,700

2,568,852

OAO Gazprom sponsored ADR

192,139

4,540,245

OAO NOVATEK GDR

47,800

2,413,900

OGK-2 JSC GDR (Reg. S) (a)

696,100

2,339,611

RusHydro JSC sponsored ADR (a)

761,800

2,712,008

TOTAL RUSSIA

17,010,364

South Africa - 2.9%

African Bank Investments Ltd.

591,900

2,333,507

MTN Group Ltd.

206,200

3,101,248

Murray & Roberts Holdings Ltd.

321,800

2,322,315

Naspers Ltd. Class N

76,500

2,785,236

Raubex Group Ltd.

800,600

2,510,682

TOTAL SOUTH AFRICA

13,052,988

Spain - 4.6%

Banco Santander SA

426,089

6,856,273

EDP Renovaveis SA (a)

246,001

2,454,379

Grupo Acciona SA

20,082

2,455,744

NH Hoteles SA (a)

552,200

2,896,883

Telefonica SA

227,923

6,364,663

TOTAL SPAIN

21,027,942

Sweden - 1.0%

EnergyO Solutions AB (a)

970,400

4,734,466

Switzerland - 2.6%

Actelion Ltd. (Reg.) (a)

63,161

3,487,058

Swiss Reinsurance Co. (Reg.)

71,355

2,922,071

UBS AG (NY Shares) (a)

338,200

5,610,738

TOTAL SWITZERLAND

12,019,867

Taiwan - 0.5%

Prime View International Co. Ltd.

1,440,000

2,337,577

Ukraine - 0.3%

Ukrnafta Open JSC sponsored ADR (a)(d)

8,855

1,185,782

United Kingdom - 15.1%

Anglo American PLC (United Kingdom) (a)

117,200

4,262,080

Common Stocks - continued

Shares

Value

United Kingdom - continued

Barclays PLC Sponsored ADR

279,100

$ 5,833,190

BG Group PLC

282,596

4,894,842

BT Group PLC

1,367,600

2,931,681

Cairn Energy PLC (a)

53,188

2,307,102

Carphone Warehouse Group PLC

724,862

2,190,934

Centrica PLC

815,279

3,323,558

Debenhams PLC

1,719,786

2,199,541

HSBC Holdings PLC sponsored ADR

176,300

9,765,257

Imperial Tobacco Group PLC

114,211

3,375,209

Lloyds TSB Group PLC

2,206,100

3,152,205

Royal Dutch Shell PLC Class B

290,488

8,365,209

SABMiller PLC

119,000

3,131,848

Taylor Wimpey PLC (a)

3,870,700

2,352,590

Tesco PLC

747,283

4,997,733

Vedanta Resources PLC

72,400

2,487,872

Xstrata PLC

219,800

3,184,657

TOTAL UNITED KINGDOM

68,755,508

United States of America - 7.2%

Bank of America Corp.

379,800

5,537,484

Ener1, Inc. (a)(c)

518,900

2,589,311

JPMorgan Chase & Co.

62,900

2,627,333

Morgan Stanley

97,100

3,118,852

Pfizer, Inc.

183,600

3,126,708

PNC Financial Services Group, Inc.

52,300

2,559,562

Rubicon Technology, Inc. (a)(c)

171,449

2,592,309

U.S. Bancorp, Delaware

102,100

2,370,762

Veeco Instruments, Inc. (a)

127,324

3,100,339

Virgin Media, Inc.

154,900

2,163,953

Wells Fargo & Co.

106,600

2,933,632

TOTAL UNITED STATES OF AMERICA

32,720,245

TOTAL COMMON STOCKS

(Cost $435,994,658)

451,349,753

Nonconvertible Preferred Stocks - 0.5%

Shares

Value

Italy - 0.5%

Fiat SpA (Risparmio Shares)
(Cost $1,421,695)

244,900

$ 2,342,487

Money Market Funds - 5.6%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (e)

9,985,548

9,985,548

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)

15,678,868

15,678,868

TOTAL MONEY MARKET FUNDS

(Cost $25,664,416)

25,664,416

TOTAL INVESTMENT PORTFOLIO - 105.0%

(Cost $463,080,769)

479,356,656

NET OTHER ASSETS - (5.0)%

(23,026,372)

NET ASSETS - 100%

$ 456,330,284

Legend

(a) Non-income producing

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

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 35,962

Fidelity Securities Lending Cash Central Fund

564,741

Total

$ 600,703

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 68,755,508

$ 57,458,618

$ 11,296,890

$ -

Japan

57,017,680

9,402,675

47,615,005

-

France

34,391,817

34,391,817

-

-

United States of America

32,720,245

32,720,245

-

-

Canada

29,102,365

29,102,365

-

-

Spain

21,027,942

7,807,006

13,220,936

-

India

17,238,813

-

17,238,813

-

Russia

17,010,364

17,010,364

-

-

Australia

16,183,209

-

16,183,209

-

Other

160,244,297

128,307,223

31,937,074

-

Money Market Funds

25,664,416

25,664,416

-

-

Total Investments in Securities

$ 479,356,656

$ 341,864,729

$ 137,491,927

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $188,506,843 of which $160,032,733 and $28,474,110 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

International Capital Appreciation Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $14,449,192) - See accompanying schedule:

Unaffiliated issuers (cost $437,416,353)

$ 453,692,240

 

Fidelity Central Funds (cost $25,664,416)

25,664,416

 

Total Investments (cost $463,080,769)

 

$ 479,356,656

Foreign currency held at value (cost $2,193,063)

2,188,913

Receivable for investments sold

45,417,461

Receivable for fund shares sold

2,686,521

Dividends receivable

555,880

Distributions receivable from Fidelity Central Funds

12,266

Prepaid expenses

2,211

Other receivables

583,470

Total assets

530,803,378

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 54,694,894

Delayed delivery

2,475,005

Payable for fund shares redeemed

980,427

Accrued management fee

198,870

Other affiliated payables

132,659

Other payables and accrued expenses

312,371

Collateral on securities loaned, at value

15,678,868

Total liabilities

74,473,094

 

 

 

Net Assets

$ 456,330,284

Net Assets consist of:

 

Paid in capital

$ 627,704,326

Undistributed net investment income

3,139,027

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

(190,651,196)

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

16,138,127

Net Assets, for 42,337,844 shares outstanding

$ 456,330,284

Net Asset Value, offering price and redemption price per share ($456,330,284 ÷ 42,337,844 shares)

$ 10.78

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 5,435,239

Interest

 

226,907

Income from Fidelity Central Funds (including $564,741 from security lending)

 

600,703

 

 

6,262,849

Less foreign taxes withheld

 

(408,964)

Total income

 

5,853,885

 

 

 

Expenses

Management fee
Basic fee

$ 1,872,949

Performance adjustment

(912,292)

Transfer agent fees

843,384

Accounting and security lending fees

138,858

Custodian fees and expenses

152,902

Independent trustees' compensation

1,808

Registration fees

28,896

Audit

79,107

Legal

1,176

Miscellaneous

4,083

Total expenses before reductions

2,210,871

Expense reductions

(309,669)

1,901,202

Net investment income (loss)

3,952,683

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $368,685)

(28,159,912)

Foreign currency transactions

(170,235)

Total net realized gain (loss)

 

(28,330,147)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $194,013)

121,855,079

Assets and liabilities in foreign currencies

3,290

Total change in net unrealized appreciation (depreciation)

 

121,858,369

Net gain (loss)

93,528,222

Net increase (decrease) in net assets resulting from operations

$ 97,480,905

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

Annual Report

Fidelity International Capital Appreciation Fund
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,952,683

$ 6,093,619

Net realized gain (loss)

(28,330,147)

(151,658,059)

Change in net unrealized appreciation (depreciation)

121,858,369

(155,008,762)

Net increase (decrease) in net assets resulting from operations

97,480,905

(300,573,202)

Distributions to shareholders from net investment income

(813,634)

(5,367,651)

Distributions to shareholders from net realized gain

-

(91,658,633)

Total distributions

(813,634)

(97,026,284)

Share transactions
Proceeds from sales of shares

231,674,751

80,650,507

Reinvestment of distributions

789,571

93,225,308

Cost of shares redeemed

(77,561,298)

(318,648,389)

Net increase (decrease) in net assets resulting from share transactions

154,903,024

(144,772,574)

Redemption fees

16,981

20,218

Total increase (decrease) in net assets

251,587,276

(542,351,842)

 

 

 

Net Assets

Beginning of period

204,743,008

747,094,850

End of period (including undistributed net investment income of $3,139,027 and distributions in excess of net investment income of $22, respectively)

$ 456,330,284

$ 204,743,008

Other Information

Shares

Sold

23,747,061

5,806,116

Issued in reinvestment of distributions

121,286

5,991,344

Redeemed

(9,131,697)

(22,909,358)

Net increase (decrease)

14,736,650

(11,111,898)

Financial Highlights

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.42

$ 19.30

$ 18.14

$ 17.19

$ 15.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .13

.19

.20

.24

.20

Net realized and unrealized gain (loss)

  3.26

(9.54)

3.80

2.70

1.83

Total from investment operations

  3.39

(9.35)

4.00

2.94

2.03

Distributions from net investment income

  (.03)

(.14)

(.20)

(.23)

(.05)

Distributions from net realized gain

  -

(2.39)

(2.64)

(1.77)

-

Total distributions

  (.03)

(2.53)

(2.84)

(2.00)

(.05)

Redemption fees added to paid in capital B

  - F

- F

- F

.01

- F

Net asset value, end of period

$ 10.78

$ 7.42

$ 19.30

$ 18.14

$ 17.19

Total Return A

  45.95%

(55.30)%

24.81%

18.26%

13.37%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .84%

.89%

.85%

.87%

.97%

Expenses net of fee waivers, if any

  .84%

.89%

.85%

.87%

.97%

Expenses net of all reductions

  .72%

.72%

.79%

.75%

.84%

Net investment income (loss)

  1.49%

1.39%

1.11%

1.36%

1.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 456,330

$ 204,743

$ 747,095

$ 476,147

$ 695,714

Portfolio turnover rate D

  387%

387%

138%

176%

185%

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

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

E Expense ratios reflect operating expenses of the Fund. 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 Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

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, 2009

1. Organization.

Fidelity International Capital Appreciation Fund (the Fund) (formerly Fidelity Aggressive International Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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

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

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

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

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

Gross unrealized appreciation

$ 33,695,860

Gross unrealized depreciation

$ (24,557,834)

Net unrealized appreciation (depreciation)

$ 9,138,026

 

 

Tax Cost

$ 470,218,630

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

Undistributed ordinary income

$ 8,132,535

Capital loss carryforward

$ (188,506,843)

Net unrealized appreciation (depreciation)

$ 9,084,421

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31,2008

Ordinary Income

$ 813,634

$ 74,015,749

Long-term Capital Gains

-

23,010,535

Total

$ 813,634

$ 97,026,284

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,173,164,083 and $1,012,672,636, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. 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 Fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .36% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .32% of average net assets.

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $16,222 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,230 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. 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 $309,162 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 $507.

10. Other.

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

At the end of the period, PAS International Fund of Funds was the owner of record of approximately 10% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Capital Appreciation Fund (formerly Fidelity Aggressive International fund):

We have audited the accompanying statement of assets and liabilities of Fidelity International Capital Appreciation Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Capital Appreciation Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Overseas

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Overseas and Class K, and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Overseas

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,255.40

$ 5.80 B

HypotheticalA

 

$ 1,000.00

$ 1,020.06

$ 5.19 C

Class K

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,256.70

$ 4.49 B

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02 C

Class F

.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,132.60

$ 2.54 B

HypotheticalA

 

$ 1,000.00

$ 1,021.78

$ 3.47 C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Overseas and Class K, and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Overseas

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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, 2009

Past 1
year

Past 5
years

Past 10
years

Overseas

20.44%

4.19%

1.35%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Overseas, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.


fid109

Annual Report

Overseas

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund: The fund's Retail Class shares returned 20.44% for the year, trailing the return of the MSCI EAFE index. The underperformance fell primarily within the financials sector, where security selection in the banks and diversified financials groups hurt the most. Fifteen of the fund's 20 biggest individual detractors were within financials, due to both stock selection and untimely ownership. For example, I trimmed Barclays of the United Kingdom at or near bottom and owned other stocks that missed the massive rally in financials stocks after March. I was overweighted in lagging Japanese firms such as Nomura Holdings and Promise, and underweighted in Australian banks, which rallied after March. Other detractors included a large out-of-index position in China Unicom, which reflected the country's lagging telecommunications sector. Conversely, stock selection in consumer staples helped. Individual contributors included a large overweighted position in Anheuser-Busch InBev, which underwent a merger between the Belgian-based brewer and the U.S. maker of Budweiser beer. Elsewhere, investments in emerging-markets mobile phone companies, such as PT Indosat in Indonesia and Vivo Partipacoes in Brazil - two out-of-index picks - - also aided results. Some of the stocks I've mentioned were sold by period end.

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

Portfolio

Overseas

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid48

Japan

20.2%

 

fid50

United Kingdom

20.2%

 

fid52

France

15.0%

 

fid54

Germany

10.7%

 

fid56

United States of America

5.4%

 

fid58

Spain

4.5%

 

fid60

Italy

4.3%

 

fid62

Switzerland

4.0%

 

fid64

Hong Kong

2.4%

 

fid66

Other

13.3%

 

fid121

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

As of April 30, 2009

fid48

United Kingdom

23.2%

 

fid50

Japan

15.0%

 

fid52

France

14.3%

 

fid54

Germany

9.7%

 

fid56

United States of America

6.4%

 

fid58

Switzerland

6.3%

 

fid60

Belgium

5.5%

 

fid62

Hong Kong

4.2%

 

fid64

Spain

3.9%

 

fid66

Other

11.5%

 

fid133

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.9

95.6

Short-Term Investments and Net Other Assets

2.1

4.4

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Pernod Ricard SA (France, Beverages)

4.0

2.9

Royal Dutch Shell PLC Class B ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.1

1.9

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

1.9

2.0

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.8

1.4

Danone (France, Food Products)

1.7

0.0

Bulgari SpA (Italy, Textiles, Apparel & Luxury Goods)

1.6

0.0

China Unicom (Hong Kong) Ltd. sponsored ADR (Hong Kong, Diversified Telecommunication Services)

1.6

3.3

HeidelbergCement AG (Germany, Construction Materials)

1.5

0.0

Total SA Series B (France, Oil, Gas & Consumable Fuels)

1.5

1.0

Ricoh Co. Ltd. (Japan, Office Electronics)

1.5

0.9

 

20.2

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.6

19.2

Consumer Discretionary

11.2

10.1

Energy

10.5

7.6

Materials

10.2

8.7

Consumer Staples

9.9

16.1

Telecommunication Services

8.8

10.5

Industrials

7.9

6.6

Health Care

6.5

8.5

Information Technology

6.0

4.9

Utilities

4.3

3.4

Annual Report

Overseas

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.9%

Shares

Value

Australia - 2.0%

Macquarie Group Ltd.

475,663

$ 20,825,143

National Australia Bank Ltd.

1,888,338

49,876,538

Qantas Airways Ltd.

10,974,903

27,280,023

Westfield Group unit

4,096,322

44,365,083

TOTAL AUSTRALIA

142,346,787

Austria - 0.5%

Wienerberger AG (a)

1,763,720

31,975,355

Bailiwick of Jersey - 1.1%

Shire PLC

2,112,658

37,376,235

WPP PLC

4,066,700

36,457,521

TOTAL BAILIWICK OF JERSEY

73,833,756

Belgium - 2.1%

Anheuser-Busch InBev SA NV

1,976,501

93,087,184

Anheuser-Busch InBev SA NV (strip VVPR) (a)

6,312,640

46,447

Fortis (a)

4,440,600

19,290,036

KBC Groupe SA (a)

893,025

38,530,319

TOTAL BELGIUM

150,953,986

Canada - 0.5%

Harry Winston Diamond Corp. (d)

4,282,574

35,080,049

Cayman Islands - 0.2%

Shanda Games Ltd. sponsored ADR

1,171,600

11,669,136

Egypt - 0.5%

Orascom Telecom Holding SAE unit

1,060,000

36,146,000

France - 15.0%

Accor SA

776,876

37,354,448

Alstom SA

632,700

44,061,926

AXA SA

1,880,137

46,756,168

BNP Paribas SA

714,790

54,117,643

Carrefour SA

770,707

33,196,099

Compagnie de St. Gobain

1,211,743

59,387,491

Danone

1,973,309

118,926,065

Lafarge SA (Bearer)

375,956

30,677,050

Pernod Ricard SA (c)

3,351,176

280,055,517

Sanofi-Aventis

1,142,068

83,710,385

Schneider Electric SA

449,277

46,947,095

Societe Generale Series A

655,808

43,794,162

Total SA Series B

1,805,001

108,004,496

Unibail-Rodamco

106,695

23,700,211

Veolia Environnement

693,600

22,735,359

Wendel (c)

398,000

22,197,155

TOTAL FRANCE

1,055,621,270

Germany - 10.7%

Allianz AG (Reg.)

375,049

42,568,060

BASF AG

367,215

19,723,696

Bayer AG

690,900

48,018,453

Commerzbank AG (a)(c)

2,482,964

25,942,020

Daimler AG

895,000

43,165,850

 

Shares

Value

Deutsche Boerse AG

946,462

$ 76,769,271

Deutsche Postbank AG (a)

1,003,500

31,143,612

Deutsche Telekom AG (Reg.)

4,817,770

65,232,603

E.ON AG

1,196,370

45,931,922

Fresenius Medical Care AG & Co. KGaA

526,000

25,504,463

HeidelbergCement AG (c)

1,808,529

108,396,413

Lanxess AG

628,370

19,723,379

Linde AG

341,697

35,896,621

Munich Re Group (Reg.)

126,859

20,094,166

SAP AG

483,711

21,897,597

Siemens AG (Reg.)

605,607

54,516,742

Sky Deutschland AG (a)

7,053,800

29,479,255

Software AG (Bearer)

275,300

24,533,929

TUI AG (a)(c)

2,358,100

16,361,343

TUI AG rights 11/11/09 (a)(c)

2,358,100

35

TOTAL GERMANY

754,899,430

Greece - 1.3%

Alpha Bank AE (a)

1,030,900

20,161,208

Hellenic Telecommunications Organization SA

4,201,421

71,099,912

TOTAL GREECE

91,261,120

Hong Kong - 2.4%

China Unicom (Hong Kong) Ltd. sponsored ADR (c)

8,587,500

108,631,875

Hutchison Whampoa Ltd.

8,144,000

57,163,282

TOTAL HONG KONG

165,795,157

India - 0.5%

Reliance Industries Ltd.

910,936

36,885,863

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR (c)

448,805

11,893,333

Ireland - 0.1%

CRH PLC

217,442

5,314,814

Italy - 4.3%

Bulgari SpA (c)

13,865,381

113,852,096

ENI SpA

1,741,574

43,130,271

Intesa Sanpaolo SpA

22,787,249

96,406,157

UniCredit SpA

14,048,824

47,342,423

TOTAL ITALY

300,730,947

Japan - 20.2%

Bridgestone Corp.

2,019,000

33,296,596

Canon, Inc. sponsored ADR

1,362,700

51,319,282

Citizen Holdings Co. Ltd.

3,576,000

20,122,573

East Japan Railway Co.

1,456,700

93,290,513

Inpex Corp.

4,117

33,622,601

Japan Tobacco, Inc.

12,268

34,419,848

JFE Holdings, Inc.

834,700

27,191,689

Kenedix, Inc. (a)(d)

75,000

28,504,228

Kose Corp.

1,032,600

22,591,641

Marui Group Co. Ltd.

3,072,000

17,647,887

Mazda Motor Corp.

40,152,000

90,622,588

Common Stocks - continued

Shares

Value

Japan - continued

Mitsubishi Corp.

1,976,500

$ 41,904,824

Mitsubishi UFJ Financial Group, Inc.

12,389,800

65,996,741

Mitsui & Co. Ltd.

2,416,600

31,738,849

Mitsui Chemicals, Inc.

10,938,000

37,566,728

Nomura Holdings, Inc.

8,349,000

58,848,895

Nomura Real Estate Office Fund, Inc.

4,215

26,044,810

NTT DoCoMo, Inc.

44,148

64,029,803

Omron Corp.

4,089,400

68,864,401

Osaka Securities Exchange Co. Ltd.

5,701

27,359,707

Promise Co. Ltd. (c)

3,517,300

22,358,677

Ricoh Co. Ltd.

7,584,000

103,074,093

Seven & i Holdings Co., Ltd.

824,100

18,042,408

SKY Perfect JSAT Holdings, Inc.

45,557

20,832,487

Sompo Japan Insurance, Inc.

7,315,000

42,779,557

Sony Financial Holdings, Inc.

7,256

20,823,150

Sumitomo Mitsui Financial Group, Inc.

1,552,000

52,755,599

Takashimaya Co. Ltd.

1,154,000

7,781,301

Tokyo Broadcasting System Holding

1,351,600

20,161,171

Tokyo Gas Co., Ltd.

12,760,000

50,550,718

Toshiba Corp.

10,478,000

59,888,717

Toyota Motor Corp. sponsored ADR (c)

1,621,398

127,912,088

TOTAL JAPAN

1,421,944,170

Luxembourg - 1.1%

ArcelorMittal SA (NY Shares) Class A (c)

1,571,300

53,455,626

Millicom International Cellular SA (a)

360,700

22,601,462

TOTAL LUXEMBOURG

76,057,088

Marshall Islands - 0.5%

Teekay Corp.

1,675,800

34,772,850

Netherlands - 1.6%

Akzo Nobel NV

764,069

45,289,452

ING Groep NV (Certificaten Van Aandelen) unit (a)

3,307,400

43,038,396

Royal DSM NV

611,697

26,860,259

TOTAL NETHERLANDS

115,188,107

Netherlands Antilles - 0.3%

Schlumberger Ltd.

338,600

21,060,920

Norway - 0.8%

Aker Solutions ASA

3,212,400

38,765,799

Sevan Marine ASA (a)

9,921,000

16,095,788

TOTAL NORWAY

54,861,587

Spain - 4.5%

Banco Santander SA

2,384,300

38,366,188

Gas Natural SDG SA Series E

3,333,500

67,179,616

Iberdrola SA (c)

3,986,600

36,254,854

Indra Sistemas SA

901,300

21,234,191

Repsol YPF SA sponsored ADR (c)

2,466,700

65,614,220

 

Shares

Value

Telefonica SA

254,900

$ 7,117,985

Telefonica SA sponsored ADR

996,400

83,627,852

TOTAL SPAIN

319,394,906

Switzerland - 4.0%

Actelion Ltd. (Reg.) (a)

625,980

34,559,757

Nobel Biocare Holding AG (Switzerland)

751,710

21,391,611

Roche Holding AG (participation certificate)

628,776

100,925,258

UBS AG (For. Reg.) (a)

4,757,053

79,307,176

Zurich Financial Services AG (Reg.)

193,026

44,376,604

TOTAL SWITZERLAND

280,560,406

United Kingdom - 20.2%

Anglo American PLC (United Kingdom) (a)

2,813,800

102,326,284

BAE Systems PLC

6,320,300

32,634,622

Barclays PLC

9,640,800

50,545,012

BG Group PLC

4,085,385

70,762,912

British Land Co. PLC

5,440,682

42,179,320

British Sky Broadcasting Group PLC

3,495,900

30,591,901

Centrica PLC

19,087,743

77,812,890

GKN PLC

21,790,043

38,350,685

GlaxoSmithKline PLC

1,898,498

38,956,319

HSBC Holdings PLC sponsored ADR

2,403,371

133,122,720

Imperial Tobacco Group PLC

1,091,758

32,264,069

ITV PLC

70,751,030

49,657,990

Kesa Electricals PLC

8,817,900

19,240,236

Man Group PLC

17,708,037

90,126,470

Misys PLC

9,722,700

33,058,811

Rexam PLC

13,160,600

59,851,592

Rio Tinto PLC (Reg.)

1,738,510

76,884,915

Royal Dutch Shell PLC Class B ADR

3,699,300

215,151,288

Segro PLC

6,506,400

37,708,192

Smith & Nephew PLC

3,088,400

27,310,109

Vodafone Group PLC sponsored ADR

2,415,000

53,588,850

William Hill PLC

25,970,532

71,632,544

Xstrata PLC

2,268,500

32,868,035

TOTAL UNITED KINGDOM

1,416,625,766

United States of America - 3.3%

NII Holdings, Inc. (a)

3,302,000

88,922,860

Pfizer, Inc.

1,636,200

27,864,486

Procter & Gamble Co.

1,018,300

59,061,400

Smith International, Inc.

1,940,900

53,821,157

TOTAL UNITED STATES OF AMERICA

229,669,903

TOTAL COMMON STOCKS

(Cost $6,678,739,421)

6,874,542,706

Money Market Funds - 8.2%

Shares

Value

Fidelity Cash Central Fund, 0.20% (e)

243,416,860

$ 243,416,860

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)

328,661,620

328,661,620

TOTAL MONEY MARKET FUNDS

(Cost $572,078,480)

572,078,480

Cash Equivalents - 0.2%

Maturity Amount

 

Investments in repurchase agreements in a joint trading account at 0.05%, dated 10/30/09 due 11/2/09 (Collateralized by U.S. Government Obligations) #
(Cost $14,899,000)

14,899,068

14,899,000

TOTAL INVESTMENT PORTFOLIO - 106.3%

(Cost $7,265,716,901)

7,461,520,186

NET OTHER ASSETS - (6.3)%

(440,040,092)

NET ASSETS - 100%

$ 7,021,480,094

Legend

(a) Non-income producing

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

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

(d) Affiliated company

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

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

Repurchase Agreement / Counterparty

Value

$14,899,000 due 11/02/09 at 0.05%

BNP Paribas Securities Corp.

$ 2,746,860

Banc of America Securities LLC

2,811,884

Barclays Capital, Inc.

8,240,581

Deutsche Bank Securities, Inc.

1,099,675

 

$ 14,899,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,300,818

Fidelity Securities Lending Cash Central Fund

7,117,068

Total

$ 8,417,886

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Harry Winston Diamond Corp.

$ 29,808,633

$ 17,161,980

$ 9,630,285

$ 58,523

$ 35,080,049

Kenedix, Inc.

-

27,978,187

-

-

28,504,228

Total

$ 29,808,633

$ 45,140,167

$ 9,630,285

$ 58,523

$ 63,584,277

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 1,421,944,170

$ 179,231,370

$ 1,242,712,800

$ -

United Kingdom

1,416,625,766

1,222,929,411

193,696,355

-

France

1,055,621,270

817,150,221

238,471,049

-

Germany

754,899,430

570,684,393

184,215,002

35

Spain

319,394,906

273,910,733

45,484,173

-

Italy

300,730,947

257,600,676

43,130,271

-

Switzerland

280,560,406

201,253,230

79,307,176

-

United States of America

229,669,903

229,669,903

-

-

Hong Kong

165,795,157

108,631,875

57,163,282

-

Other

929,300,751

633,195,949

296,104,802

-

Money Market Funds

572,078,480

572,078,480

-

-

Cash Equivalents

14,899,000

-

14,899,000

-

Total Investments in Securities

$ 7,461,520,186

$ 5,066,336,241

$ 2,395,183,910

$ 35

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

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

35

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 35

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 35

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,798,921,333 of which $859,201,568 and $939,719,765 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Overseas

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $304,665,938 and repurchase agreements of $14,899,000) - See accompanying schedule:

Unaffiliated issuers (cost $6,604,312,010)

$ 6,825,857,429

 

Fidelity Central Funds (cost $572,078,480)

572,078,480

 

Other affiliated issuers (cost $89,326,411)

63,584,277

 

Total Investments (cost $7,265,716,901)

 

$ 7,461,520,186

Cash

436,708

Foreign currency held at value (cost $40,358)

40,362

Receivable for investments sold

104,711,177

Receivable for fund shares sold

5,340,766

Dividends receivable

20,755,138

Distributions receivable from Fidelity Central Funds

282,712

Prepaid expenses

42,810

Other receivables

1,367,421

Total assets

7,594,497,280

 

 

 

Liabilities

Payable for investments purchased

$ 231,288,168

Payable for fund shares redeemed

6,807,246

Accrued management fee

4,106,875

Other affiliated payables

1,695,570

Other payables and accrued expenses

457,707

Collateral on securities loaned, at value

328,661,620

Total liabilities

573,017,186

 

 

 

Net Assets

$ 7,021,480,094

Net Assets consist of:

 

Paid in capital

$ 8,636,122,711

Undistributed net investment income

98,105,298

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

(1,908,732,953)

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

195,985,038

Net Assets

$ 7,021,480,094

Overseas:
Net Asset Value
, offering price and redemption price per share ($6,602,017,401 ÷ 219,140,992 shares)

$ 30.13

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($383,047,531 ÷ 12,700,958 shares)

$ 30.16

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($36,415,162 ÷ 1,207,679 shares)

$ 30.15

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends (including $58,523 earned from other affiliated issuers)

 

$ 184,748,736

Interest

 

14,529

Income from Fidelity Central Funds

 

8,417,886

 

 

193,181,151

Less foreign taxes withheld

 

(16,553,656)

Total income

 

176,627,495

 

 

 

Expenses

Management fee
Basic fee

$ 42,063,130

Performance adjustment

(2,349,513)

Transfer agent fees

17,149,813

Accounting and security lending fees

1,660,690

Custodian fees and expenses

744,440

Independent trustees' compensation

42,134

Depreciation in deferred trustee compensation account

(846)

Registration fees

86,705

Audit

106,028

Legal

85,182

Interest

140

Miscellaneous

174,469

Total expenses before reductions

59,762,372

Expense reductions

(2,464,857)

57,297,515

Net investment income (loss)

119,329,980

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(951,830,215)

Other affiliated issuers

(51,750,853)

 

Foreign currency transactions

(65,021)

Total net realized gain (loss)

 

(1,003,646,089)

Change in net unrealized appreciation (depreciation) on:

Investment securities

2,100,493,531

Assets and liabilities in foreign currencies

315,824

Total change in net unrealized appreciation (depreciation)

 

2,100,809,355

Net gain (loss)

1,097,163,266

Net increase (decrease) in net assets resulting from operations

$ 1,216,493,246

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 119,329,980

$ 108,130,289

Net realized gain (loss)

(1,003,646,089)

(902,937,259)

Change in net unrealized appreciation (depreciation)

2,100,809,355

(4,444,954,236)

Net increase (decrease) in net assets resulting from operations

1,216,493,246

(5,239,761,206)

Distributions to shareholders from net investment income

(81,537,156)

(93,919,303)

Distributions to shareholders from net realized gain

-

(947,430,820)

Total distributions

(81,537,156)

(1,041,350,123)

Share transactions - net increase (decrease)

377,264,123

2,246,479,755

Redemption fees

81,713

456,294

Total increase (decrease) in net assets

1,512,301,926

(4,034,175,280)

 

 

 

Net Assets

Beginning of period

5,509,178,168

9,543,353,448

End of period (including undistributed net investment income of $98,105,298 and undistributed net investment income of $101,205,874, respectively)

$ 7,021,480,094

$ 5,509,178,168

Financial Highlights - Overseas

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.43

$ 58.39

$ 47.08

$ 37.65

$ 32.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .52

.55

.70

.63

.39

Net realized and unrealized gain (loss)

  4.55

(27.19)

15.80

9.37

5.35

Total from investment operations

  5.07

(26.64)

16.50

10.00

5.74

Distributions from net investment income

  (.37)

(.57)

(.55)

(.41)

(.19)

Distributions from net realized gain

  -

(5.75)

(4.64)

(.16)

(.11)

Total distributions

  (.37)

(6.32)

(5.19)

(.57)

(.30)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 30.13

$ 25.43

$ 58.39

$ 47.08

$ 37.65

Total Return A

  20.44%

(50.88)%

38.79%

26.83%

17.90%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.02%

1.13%

.95%

1.00%

.93%

Expenses net of fee waivers, if any

  1.02%

1.13%

.95%

1.00%

.93%

Expenses net of all reductions

  .98%

1.10%

.91%

.90%

.86%

Net investment income (loss)

  2.01%

1.33%

1.43%

1.43%

1.11%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 6,602,017

$ 5,464,901

$ 9,543,353

$ 7,217,287

$ 4,733,797

Portfolio turnover rate D

  115%

113%

87%

132%

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

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

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

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 K

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 25.45

$ 45.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .59

.13

Net realized and unrealized gain (loss)

  4.54

(19.68)

Total from investment operations

  5.13

(19.55)

Distributions from net investment income

  (.42)

-

Redemption fees added to paid in capital D, I

  -

-

Net asset value, end of period

$ 30.16

$ 25.45

Total Return B, C

  20.73%

(43.44)%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .78%

.96% A

Expenses net of fee waivers, if any

  .78%

.96% A

Expenses net of all reductions

  .74%

.93% A

Net investment income (loss)

  2.25%

1.08% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 383,048

$ 44,277

Portfolio turnover rate F

  115%

113%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 26.62

Income from Investment Operations

 

Net investment income (loss) D

  .07

Net realized and unrealized gain (loss)

  3.46

Total from investment operations

  3.53

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 30.15

Total Return B, C

  13.26%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .68% A

Expenses net of fee waivers, if any

  .68% A

Expenses net of all reductions

  .64% A

Net investment income (loss)

  .70% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 36,415

Portfolio turnover rate F

  115%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares on June 26, 2009. The Fund offers Overseas, Class K, and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 791,142,643

Gross unrealized depreciation

(706,964,993)

Net unrealized appreciation (depreciation)

$ 84,177,650

 

 

Tax Cost

$ 7,377,342,536

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

Undistributed ordinary income

$ 100,055,249

Capital loss carryforward

$ (1,798,921,333)

Net unrealized appreciation (depreciation)

$ 84,359,399

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 81,537,156

$ 204,315,590

Long-term Capital Gains

-

837,034,533

Total

$ 81,537,156

$ 1,041,350,123

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $6,980,004,135 and $6,647,710,529, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Overseas, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .67% of the Fund's average net assets.

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 Overseas. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Overseas

$ 16,978,777

.30

Class K

171,036

.06

 

$ 17,149,813

 

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

6. 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 $17,872 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 11,708,000

.43%

$ 140

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $29,868 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $7,117,068.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Overseas' operating expenses. During the period, this reimbursement reduced the class's operating expenses by $13,445.

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 $2,447,663 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 $3,749.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Overseas

$ 78,759,447

$ 93,919,303

Class K

2,777,709

-

Total

$ 81,537,156

$ 93,919,303

From net realized gain

 

 

Overseas

$ -

$ 947,430,820

Annual Report

Notes to Financial Statements - continued

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 B,C

2008 A

2009 B,C

2008 A

Overseas

 

 

 

 

Shares sold

47,857,124

76,040,831

$ 1,179,178,777

$ 2,985,572,846

Conversion to Class K

(11,269,934)

(1,789,301)

(265,380,751)

(50,752,081)

Reinvestment of distributions

3,481,434

20,825,405

78,089,426

1,030,024,482

Shares redeemed

(35,803,556)

(43,642,881)

(910,091,016)

(1,767,850,377)

Net increase (decrease)

4,265,068

51,434,054

$ 81,796,436

$ 2,196,994,870

Class K

 

 

 

 

Shares sold

2,178,017

23,823

$ 56,176,528

$ 671,729

Conversion from Overseas

11,270,235

1,787,998

265,380,751

50,752,081

Reinvestment of distributions

123,950

-

2,777,709

-

Shares redeemed

(2,610,676)

(72,389)

(67,054,987)

(1,938,925)

Net increase (decrease)

10,961,526

1,739,432

$ 257,280,001

$ 49,484,885

Class F

 

 

 

 

Shares sold

1,220,610

-

$ 38,599,366

$ -

Shares redeemed

(12,931)

-

(411,680)

-

Net increase (decrease)

1,207,679

-

$ 38,187,686

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Conversion transactions for Class K and Overseas are for the period November 1, 2008 to August 31, 2009.

12. Other.

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

At the end of the period, Fidelity Freedom 2020 Fund and Fidelity Freedom 2030 Fund were the owners of record of approximately 12% and 10%, respectively, of the total outstanding shares of the Fund. The Fidelity Freedom Funds were owners of record, in the aggregate, of approximately 52% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity 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 Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity 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, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Worldwide

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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.55%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.20

$ 8.68

HypotheticalA

 

$ 1,000.00

$ 1,017.39

$ 7.88

Class T

1.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,219.60

$ 9.90

HypotheticalA

 

$ 1,000.00

$ 1,016.28

$ 9.00

Class B

2.24%

 

 

 

Actual

 

$ 1,000.00

$ 1,216.50

$ 12.51

HypotheticalA

 

$ 1,000.00

$ 1,013.91

$ 11.37

Class C

2.22%

 

 

 

Actual

 

$ 1,000.00

$ 1,216.50

$ 12.40

HypotheticalA

 

$ 1,000.00

$ 1,014.01

$ 11.27

Worldwide

1.26%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.90

$ 7.06

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.41

Institutional Class

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,223.50

$ 6.67

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Worldwide

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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, 2009

Past 1
year

Past 5
years

Past 10
years

Worldwide

13.39%

4.31%

3.43%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Worldwide, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI World Index performed over the same period.


fid135

Annual Report

Worldwide

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from William Kennedy, Lead Portfolio Manager of Fidelity® Worldwide Fund and manager of its non-U.S. equity investments, and from Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio: For the 12 months ending October 31, 2009, the fund's Retail Class shares returned 13.39%, lagging the 18.94% return of the MSCI World Index. The fund's focus on higher-quality stocks hindered performance as lower-quality, higher-risk stocks led the market rally that began last March. Stock selection in financials did the most damage versus the index, followed by underweightings and disappointing stock picks in industrials and energy. On a geographic basis, the fund had weak security selection in Europe, Japan, Australia and the United States. The biggest individual detractors included Union Pacific, a West Coast railroad pressured by declining railroad volumes, and Well Fargo, a West Coast bank hurt by higher-than-anticipated mortgage losses. Overseas disappointments included investment bank Nomura Holdings, a high-quality Japanese financial that lagged lower-quality European financials in the spring rally. The fund benefited from strong stock picking in China and Brazil, which are not in the index, as well as in the telecommunication services and materials sectors. Top contributors included Temple-Inland, a U.S. boxboard and building products company that climbed nicely. Wells Fargo and Temple-Inland were no longer in the portfolio at period end. On the international side, not owning German car maker and index component Volkswagen proved helpful, as the stock plunged.

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

Annual Report

Worldwide

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid48

United States of America

43.9%

 

fid50

United Kingdom

11.7%

 

fid52

Japan

8.3%

 

fid54

France

4.8%

 

fid56

Germany

4.4%

 

fid58

Switzerland

4.0%

 

fid60

Netherlands

2.5%

 

fid62

Australia

2.0%

 

fid64

China

1.8%

 

fid66

Other

16.6%

 

fid147

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

As of April 30, 2009

fid48

United States of America

47.8%

 

fid50

Japan

11.2%

 

fid52

United Kingdom

10.3%

 

fid54

Germany

5.3%

 

fid56

France

5.2%

 

fid58

Switzerland

5.1%

 

fid60

Australia

1.7%

 

fid62

Netherlands

1.4%

 

fid64

China

1.3%

 

fid66

Other

10.7%

 

fid159

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.8

97.8

Bonds

0.4

0.7

Short-Term Investments and Net Other Assets

3.8

1.5

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Union Pacific Corp. (United States of America, Road & Rail)

2.2

2.2

Google, Inc. Class A (United States of America, Internet Software & Services)

2.1

2.3

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

2.0

2.0

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.6

0.9

Occidental Petroleum Corp. (United States of America, Oil, Gas & Consumable Fuels)

1.6

0.1

JPMorgan Chase & Co. (United States of America, Diversified Financial Services)

1.6

2.1

CSX Corp. (United States of America, Road & Rail)

1.4

0.0

Express Scripts, Inc. (United States of America, Health Care Providers & Services)

1.3

1.2

American Express Co. (United States of America, Consumer Finance)

1.3

0.1

Cisco Systems, Inc. (United States of America, Communications Equipment)

1.2

1.2

 

16.3

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

19.7

Information Technology

17.3

19.7

Industrials

13.3

9.4

Consumer Discretionary

11.6

12.0

Energy

9.3

8.2

Health Care

8.5

8.7

Materials

7.7

7.8

Consumer Staples

5.1

5.8

Telecommunication Services

2.8

4.7

Utilities

0.8

0.9

Annual Report

Worldwide

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 95.5%

Shares

Value

Australia - 2.0%

Billabong International Ltd.

125,750

$ 1,163,139

BlueScope Steel Ltd.

633,651

1,678,718

Commonwealth Bank of Australia

91,076

4,207,365

Goodman Group unit

1,060,044

568,217

Macquarie Group Ltd.

52,724

2,308,325

National Australia Bank Ltd.

114,703

3,029,642

Newcrest Mining Ltd.

97,396

2,798,694

QBE Insurance Group Ltd.

67,910

1,367,174

Wesfarmers Ltd.

61,452

1,532,922

Westfield Group unit

128,519

1,391,921

TOTAL AUSTRALIA

20,046,117

Bailiwick of Jersey - 0.5%

Experian PLC

158,300

1,452,824

Informa PLC

723,000

3,480,347

TOTAL BAILIWICK OF JERSEY

4,933,171

Belgium - 0.6%

Anheuser-Busch InBev SA NV

133,004

6,264,084

Bermuda - 0.5%

Aquarius Platinum Ltd. (United Kingdom)

81,666

349,545

Huabao International Holdings Ltd.

1,060,000

1,011,113

Marvell Technology Group Ltd. (a)

56,000

768,320

Ports Design Ltd.

200,500

540,339

Seadrill Ltd. (a)

100,300

2,094,948

Xyratex Ltd. (a)

46,000

480,700

TOTAL BERMUDA

5,244,965

Brazil - 1.0%

BM&F BOVESPA SA

170,798

1,100,703

Itau Unibanco Banco Multiplo SA ADR

74,140

1,419,040

Petroleo Brasileiro SA - Petrobras sponsored ADR

53,000

2,449,660

Vivo Participacoes SA sponsored ADR

170,425

4,132,806

Votorantim Celulose e Papel SA sponsored ADR (a)

84,539

1,161,566

TOTAL BRAZIL

10,263,775

British Virgin Islands - 0.1%

Playtech Ltd.

200,359

1,183,395

Canada - 1.1%

Keyera Facilities Income Fund

45,000

824,491

Niko Resources Ltd.

26,700

2,159,967

Open Text Corp. (a)

91,100

3,398,846

PetroBakken Energy Ltd. Class A

89,502

2,580,461

Petrobank Energy & Resources Ltd. (a)

46,800

2,046,001

TOTAL CANADA

11,009,766

Cayman Islands - 0.3%

BaWang International (Group) Holding Ltd.

1,408,000

572,148

Belle International Holdings Ltd.

533,000

538,144

China Dongxiang Group Co. Ltd.

1,336,000

816,300

 

Shares

Value

China High Speed Transmission Equipment Group Co. Ltd.

32,000

$ 64,177

Hengdeli Holdings Ltd.

2,160,000

703,329

TOTAL CAYMAN ISLANDS

2,694,098

Chile - 0.0%

Embotelladora Andina SA sponsored ADR

23,000

419,750

China - 1.8%

Baidu.com, Inc. sponsored ADR (a)

20,100

7,596,192

BYD Co. Ltd. (H Shares) (a)

257,500

2,357,546

NetEase.com, Inc. sponsored ADR (a)

19,500

753,090

Tencent Holdings Ltd.

209,400

3,646,289

ZTE Corp. (H Shares)

592,784

3,284,826

TOTAL CHINA

17,637,943

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

1,232,268

70,810

Denmark - 1.0%

Novo Nordisk AS Series B

61,146

3,808,175

Vestas Wind Systems AS (a)

28,002

1,984,799

William Demant Holding AS (a)

51,100

3,652,309

TOTAL DENMARK

9,445,283

Finland - 0.2%

Nokian Tyres PLC

68,200

1,459,230

France - 4.8%

Accor SA

26,560

1,277,082

Air France KLM (Reg.) (a)

145,500

2,239,596

Alstom SA

28,675

1,996,959

Atos Origin SA (a)

26,644

1,252,303

AXA SA

158,437

3,940,089

BNP Paribas SA

69,124

5,233,464

Cap Gemini SA

37,200

1,730,384

Credit Agricole SA

55,600

1,072,227

Danone

34,996

2,109,115

Iliad Group SA

27,158

2,945,373

LVMH Moet Hennessy - Louis Vuitton

14,519

1,509,468

Orpea

32,200

1,454,686

Pernod Ricard SA

20,700

1,729,885

PPR SA

18,950

2,073,593

Sanofi-Aventis

46,582

3,414,330

Schneider Electric SA

41,317

4,317,410

Societe Generale Series A

19,378

1,581,592

Total SA Series B

102,562

6,136,926

Unibail-Rodamco

6,389

1,419,192

TOTAL FRANCE

47,433,674

Germany - 4.4%

Aixtron AG

135,700

4,067,672

BASF AG

39,844

2,140,084

Bayerische Motoren Werke AG (BMW)

57,542

2,819,285

Beiersdorf AG

32,240

1,987,852

Daimler AG (Reg.)

53,918

2,600,465

Common Stocks - continued

Shares

Value

Germany - continued

Deutsche Bank AG

22,004

$ 1,576,146

Deutsche Boerse AG

36,623

2,970,559

Deutsche Post AG

58,109

982,941

E.ON AG

180,785

6,940,831

GEA Group AG

113,972

2,151,790

HeidelbergCement AG

52,766

3,162,595

MAN SE

39,453

3,250,034

Metro AG

13,600

755,694

Munich Re Group (Reg.)

9,825

1,556,257

SGL Carbon AG (a)

28,200

1,083,090

Siemens AG (Reg.)

60,573

5,452,781

TOTAL GERMANY

43,498,076

Greece - 0.5%

EFG Eurobank Ergasias SA

127,400

2,043,483

Hellenic Telecommunications Organization SA

74,802

1,265,861

National Bank of Greece SA (a)

56,200

2,091,511

TOTAL GREECE

5,400,855

Hong Kong - 0.9%

BYD Electronic International Co. Ltd. (a)

1,139,500

1,062,359

Cheung Kong Holdings Ltd.

167,000

2,119,501

Sinotruk Hong Kong Ltd.

1,059,000

1,259,242

Sun Hung Kai Properties Ltd.

147,000

2,227,182

Techtronic Industries Co. Ltd.

2,307,500

1,853,653

TOTAL HONG KONG

8,521,937

India - 0.4%

Indiabulls Real Estate Ltd. (a)

299,879

1,570,026

Reliance Industries Ltd.

30,578

1,238,173

Tata Steel Ltd.

159,920

1,581,912

TOTAL INDIA

4,390,111

Ireland - 1.6%

Covidien PLC

56,000

2,358,720

CRH PLC

83,323

2,036,618

Ingersoll-Rand Co. Ltd.

290,800

9,186,372

Paddy Power PLC (Ireland)

79,400

2,544,799

TOTAL IRELAND

16,126,509

Israel - 0.6%

Teva Pharmaceutical Industries Ltd. sponsored ADR

119,800

6,047,504

Italy - 0.6%

Fiat SpA (a)

293,400

4,386,608

Intesa Sanpaolo SpA

304,069

1,286,427

TOTAL ITALY

5,673,035

Japan - 8.3%

Asics Corp.

110,000

980,582

Canon, Inc.

104,950

3,957,134

Denso Corp.

89,300

2,440,102

 

Shares

Value

Don Quijote Co. Ltd.

29,700

$ 793,767

Fanuc Ltd.

11,700

971,870

Goldcrest Co. Ltd.

23,480

712,773

Honda Motor Co. Ltd.

89,600

2,767,601

Japan Tobacco, Inc.

481

1,349,523

JSR Corp.

126,300

2,463,415

JTEKT Corp.

317,500

3,354,212

Keyence Corp.

9,500

1,886,088

Kirin Holdings Co. Ltd.

158,000

2,579,191

Mazda Motor Corp.

542,000

1,223,288

Misumi Group, Inc.

28,800

491,534

Mitsubishi Corp.

89,300

1,893,297

Mitsubishi UFJ Financial Group, Inc.

806,500

4,295,983

Mitsui & Co. Ltd.

197,500

2,593,902

Mitsui Sumitomo Insurance Group Holdings, Inc.

31,400

730,971

NHK Spring Co. Ltd.

68,000

530,972

Nichi-iko Pharmaceutical Co. Ltd.

33,000

981,712

Nitori Co. Ltd.

5,400

439,181

Nomura Holdings, Inc.

81,800

576,577

NSK Ltd.

271,000

1,574,533

Omron Corp.

207,900

3,500,980

ORIX Corp.

59,420

3,838,438

Rakuten, Inc.

3,995

2,736,133

Ricoh Co. Ltd.

193,000

2,623,062

Sawai Pharmaceutical Co. Ltd.

9,100

517,526

Shin-Etsu Chemical Co., Ltd.

61,800

3,277,516

SMC Corp.

10,700

1,222,057

Softbank Corp.

155,300

3,659,670

Sumco Corp.

112,200

2,141,272

Sumitomo Mitsui Financial Group, Inc.

63,100

2,144,896

Takashimaya Co. Ltd.

73,000

492,231

THK Co. Ltd.

95,800

1,655,498

Tokio Marine Holdings, Inc.

99,900

2,554,623

Tokyo Electron Ltd.

75,700

4,258,847

Toshiba Corp.

527,000

3,012,154

Toyota Motor Corp.

130,200

5,140,185

TOTAL JAPAN

82,363,296

Korea (South) - 1.0%

KB Financial Group, Inc. (a)

28,620

1,371,573

Kia Motors Corp. (a)

99,330

1,469,993

Lotte Shopping Co. Ltd.

468

131,693

MegaStudy Co. Ltd.

1,007

208,650

NHN Corp. (a)

11,388

1,673,458

Samsung Electronics Co. Ltd.

5,005

3,000,634

Shinhan Financial Group Co. Ltd. (a)

58,350

2,205,739

TOTAL KOREA (SOUTH)

10,061,740

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares) Class A (c)

93,400

3,177,468

Common Stocks - continued

Shares

Value

Luxembourg - continued

Millicom International Cellular SA (a)

15,000

$ 939,900

Tenaris SA

106,600

1,905,937

TOTAL LUXEMBOURG

6,023,305

Netherlands - 2.5%

Akzo Nobel NV

24,374

1,444,745

ASML Holding NV:

(Netherlands)

116,900

3,152,280

(NY Shares)

38,000

1,023,720

Gemalto NV (a)

46,834

1,976,929

ING Groep NV (Certificaten Van Aandelen) unit (a)

149,900

1,950,612

James Hardie Industries NV unit (a)

321,192

2,035,022

Koninklijke Philips Electronics NV

139,200

3,496,583

QIAGEN NV (a)

114,000

2,374,620

Randstad Holdings NV (a)

111,976

4,267,758

Royal DSM NV

54,494

2,392,889

TNT NV

13,000

345,873

TOTAL NETHERLANDS

24,461,031

Netherlands Antilles - 0.3%

Schlumberger Ltd.

52,800

3,284,160

Nigeria - 0.0%

Guaranty Trust Bank PLC GDR (Reg. S)

7,300

45,260

Norway - 0.3%

DnB NOR ASA (a)

144,000

1,658,511

Pronova BioPharma ASA (a)

296,200

920,759

Sevan Marine ASA (a)

370,000

600,286

TOTAL NORWAY

3,179,556

Russia - 0.1%

Lukoil Oil Co. sponsored ADR

21,500

1,230,015

Singapore - 0.3%

Avago Technologies Ltd.

20,000

300,000

CapitaLand Ltd.

417,000

1,208,950

Keppel Corp. Ltd.

234,000

1,344,484

TOTAL SINGAPORE

2,853,434

South Africa - 0.7%

AngloGold Ashanti Ltd. sponsored ADR

26,800

1,006,072

MTN Group Ltd.

283,500

4,263,840

Naspers Ltd. Class N

38,100

1,387,157

TOTAL SOUTH AFRICA

6,657,069

Spain - 1.7%

Banco Bilbao Vizcaya Argentaria SA

151,412

2,706,309

Banco Santander SA

246,663

3,969,097

NH Hoteles SA (a)

79,900

419,161

Telefonica SA

353,227

9,863,729

TOTAL SPAIN

16,958,296

Sweden - 0.5%

Elekta AB (B Shares)

137,600

2,593,442

 

Shares

Value

H&M Hennes & Mauritz AB (B Shares)

25,441

$ 1,445,000

Intrum Justitia AB

57,100

703,564

TOTAL SWEDEN

4,742,006

Switzerland - 4.0%

Actelion Ltd. (Reg.) (a)

61,362

3,387,737

Adecco SA (Reg.)

27,733

1,243,269

BB BIOTECH AG

19,114

1,310,467

Nestle SA (Reg.)

176,475

8,224,378

Nobel Biocare Holding AG (Switzerland)

56,850

1,617,796

Noble Corp.

37,000

1,507,380

Partners Group Holding

9,538

1,172,149

Roche Holding AG (participation certificate)

37,228

5,975,491

Sonova Holding AG

38,448

3,964,329

Swiss Reinsurance Co. (Reg.)

48,328

1,979,088

Syngenta AG (Switzerland)

2,100

497,144

UBS AG (For. Reg.) (a)

301,885

5,032,874

Zurich Financial Services AG (Reg.)

15,542

3,573,100

TOTAL SWITZERLAND

39,485,202

Taiwan - 0.6%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

310,350

1,211,045

MediaTek, Inc.

165,000

2,300,708

Taiwan Semiconductor Manufacturing Co. Ltd.

764,624

1,381,843

Wintek Corp. (a)

1,719,000

1,140,450

TOTAL TAIWAN

6,034,046

Thailand - 0.1%

Bangkok Bank Ltd. PCL (For. Reg.)

396,900

1,332,198

United Kingdom - 11.7%

Aberdeen Asset Management PLC

922,509

2,002,269

Aegis Group PLC

435,400

786,324

Anglo American PLC (United Kingdom) (a)

74,318

2,702,639

Babcock International Group PLC

145,600

1,449,814

Barclays PLC

1,130,288

5,925,900

Barclays PLC Sponsored ADR

157,000

3,281,300

BG Group PLC

267,888

4,640,085

BG Group PLC sponsored ADR

11,900

1,028,874

BHP Billiton PLC

278,765

7,521,911

Bovis Homes Group PLC

62,800

424,690

BP PLC

1,103,700

10,345,408

British American Tobacco PLC sponsored ADR

13,000

834,990

British Land Co. PLC

123,960

961,010

Carphone Warehouse Group PLC

913,058

2,759,767

Cookson Group PLC

126,670

759,287

Debenhams PLC

809,910

1,035,844

Hays PLC

468,790

753,497

HSBC Holdings PLC:

(Hong Kong) (Reg.)

74,645

824,308

(United Kingdom) (Reg.)

1,213,942

13,418,670

Common Stocks - continued

Shares

Value

United Kingdom - continued

HSBC Holdings PLC: - continued

sponsored ADR

57,000

$ 3,157,230

IG Group Holdings PLC

288,329

1,428,656

Inchcape PLC (a)

1,615,900

778,651

InterContinental Hotel Group PLC

115,278

1,485,718

International Personal Finance PLC

517,515

1,744,344

Johnson Matthey PLC

56,210

1,303,072

Kesa Electricals PLC

352,300

768,702

Lloyds TSB Group PLC

153,100

218,758

Man Group PLC

703,767

3,581,878

Misys PLC

423,200

1,438,951

Mothercare PLC

23,700

224,125

National Grid PLC

98,300

978,824

Prudential PLC

218,655

1,997,767

Reckitt Benckiser Group PLC

88,541

4,411,877

Rio Tinto PLC (Reg.)

156,940

6,940,609

Royal Dutch Shell PLC Class B

294,707

8,486,704

Segro PLC

225,300

1,305,738

Serco Group PLC

291,556

2,419,710

SSL International PLC

264,504

2,755,397

Standard Chartered PLC (United Kingdom)

145,336

3,580,383

Taylor Wimpey PLC (a)

2,421,144

1,471,558

The Game Group PLC

180,900

440,156

Vodafone Group PLC sponsored ADR

51,112

1,134,175

Wolseley PLC (a)

78,760

1,600,835

Xstrata PLC

101,976

1,477,519

TOTAL UNITED KINGDOM

116,587,924

United States of America - 39.9%

3M Co.

27,000

1,986,390

Agilent Technologies, Inc.

82,000

2,028,680

Albemarle Corp.

32,000

1,010,560

Allscripts-Misys Healthcare Solutions, Inc.

13,000

253,500

Amazon.com, Inc. (a)

47,800

5,679,118

American Express Co.

373,000

12,995,320

Anadarko Petroleum Corp.

169,000

10,297,170

Apple, Inc. (a)

106,600

20,094,100

Applied Materials, Inc.

85,700

1,045,540

Applied Micro Circuits Corp. (a)

60,000

469,200

Ardea Biosciences, Inc. (a)

9,000

121,500

Arena Resources, Inc. (a)

13,000

484,380

Armstrong World Industries, Inc. (a)

80,000

2,980,000

AsiaInfo Holdings, Inc. (a)

27,400

604,444

Avon Products, Inc.

24,000

769,200

Ball Corp.

32,000

1,578,560

BioCryst Pharmaceuticals, Inc. (a)(c)

35,000

312,550

Blue Coat Systems, Inc. (a)

37,000

824,360

BMC Software, Inc. (a)

47,000

1,746,520

Bruker BioSciences Corp. (a)

92,000

997,280

C.H. Robinson Worldwide, Inc.

40,000

2,204,400

Cameron International Corp. (a)

4,000

147,880

 

Shares

Value

CareFusion Corp. (a)

75,000

$ 1,677,750

Caterpillar, Inc.

33,000

1,816,980

Celanese Corp. Class A

403,560

11,077,722

Cerner Corp. (a)

21,000

1,596,840

Cisco Systems, Inc. (a)

527,000

12,041,950

Citrix Systems, Inc. (a)

204,000

7,499,040

CME Group, Inc.

11,300

3,419,493

Coach, Inc.

32,000

1,055,040

Comerica, Inc.

214,000

5,938,500

CONSOL Energy, Inc.

4,300

184,083

CSX Corp.

326,000

13,750,680

Cummins, Inc.

123,800

5,330,828

Dendreon Corp. (a)

65,000

1,642,550

Dow Chemical Co.

100,000

2,348,000

DSW, Inc. Class A (a)

146,000

2,803,200

eBay, Inc. (a)

151,000

3,362,770

ebix.com, Inc. (a)

10,000

616,000

Express Scripts, Inc. (a)

163,000

13,026,960

FedEx Corp.

24,000

1,744,560

Franklin Resources, Inc.

6,000

627,780

Freeport-McMoRan Copper & Gold, Inc.

24,600

1,804,656

G-III Apparel Group Ltd. (a)

51,000

816,510

Genworth Financial, Inc. Class A

65,000

690,300

Goldman Sachs Group, Inc.

41,000

6,976,970

Google, Inc. Class A (a)

38,200

20,479,784

Harley-Davidson, Inc.

99,000

2,467,080

Henry Schein, Inc. (a)

6,000

316,980

Hewlett-Packard Co.

214,000

10,156,440

ImmunoGen, Inc. (a)

45,523

304,549

Informatica Corp. (a)

56,000

1,188,880

Intel Corp.

81,000

1,547,910

iRobot Corp. (a)

73,000

976,010

J. Crew Group, Inc. (a)

19,000

774,820

Johnson Controls, Inc.

48,419

1,158,182

JPMorgan Chase & Co.

378,400

15,805,768

Kennametal, Inc.

33,000

777,480

King Pharmaceuticals, Inc. (a)

30,000

303,900

Lam Research Corp. (a)

98,000

3,304,560

Life Technologies Corp. (a)

186,000

8,773,620

Lubrizol Corp.

63,000

4,193,280

M&T Bank Corp. (c)

15,000

942,750

Mako Surgical Corp. (a)

79,700

721,285

Massey Energy Co.

10,000

290,900

McKesson Corp.

53,000

3,112,690

Medco Health Solutions, Inc. (a)

41,000

2,300,920

Micromet, Inc. (a)

100,000

511,000

Morgan Stanley

359,700

11,553,564

National Oilwell Varco, Inc. (a)

71,000

2,910,290

NetApp, Inc. (a)

23,000

622,150

Norfolk Southern Corp.

62,000

2,890,440

Occidental Petroleum Corp.

215,000

16,314,200

Oil States International, Inc. (a)

37,000

1,274,280

Owens-Illinois, Inc. (a)

30,000

956,400

Common Stocks - continued

Shares

Value

United States of America - continued

Peabody Energy Corp.

14,000

$ 554,260

Philip Morris International, Inc.

97,000

4,593,920

PMC-Sierra, Inc. (a)

58,000

494,160

Polaris Industries, Inc.

51,000

2,145,570

Polo Ralph Lauren Corp. Class A

5,000

372,100

Precision Castparts Corp.

58,000

5,540,740

Pride International, Inc. (a)

62,000

1,832,720

Range Resources Corp.

29,000

1,451,450

Red Hat, Inc. (a)

41,000

1,058,210

Regal-Beloit Corp.

37,200

1,743,936

Republic Services, Inc.

7,000

181,370

Rockwell Automation, Inc.

6,000

245,700

Ross Stores, Inc.

93,306

4,106,397

Schweitzer-Mauduit International, Inc.

20,000

1,033,000

Smith International, Inc.

118,000

3,272,140

Solera Holdings, Inc.

61,000

1,965,420

Southwestern Energy Co. (a)

40,000

1,743,200

Starbucks Corp. (a)

48,000

911,040

Starwood Hotels & Resorts Worldwide, Inc.

44,000

1,278,640

SVB Financial Group (a)

5,000

206,250

Taleo Corp. Class A (a)

13,000

282,620

Targacept, Inc. (a)

13,000

243,750

Teradyne, Inc. (a)

493,000

4,126,410

TETRA Technologies, Inc. (a)

61,000

577,060

The Coca-Cola Co.

70,600

3,763,686

The Walt Disney Co.

147,000

4,023,390

TIBCO Software, Inc. (a)

7,000

61,250

TJX Companies, Inc.

210,000

7,843,500

U.S. Bancorp, Delaware

36,300

842,886

Union Pacific Corp.

394,500

21,752,732

United Therapeutics Corp. (a)

26,000

1,106,040

Unum Group

8,000

159,600

Verisk Analytics, Inc.

11,300

309,959

VF Corp.

11,000

781,440

Viacom, Inc. Class B (non-vtg.) (a)

204,700

5,647,673

Visa, Inc. Class A

50,700

3,841,032

Walgreen Co.

216,000

8,171,280

WD-40 Co.

7,000

220,430

WebMD Health Corp. Class A (a)

58,660

1,997,960

Wilmington Trust Corp., Delaware

174,000

2,096,700

WMS Industries, Inc. (a)

138,000

5,517,240

Wyndham Worldwide Corp.

95,370

1,626,059

TOTAL UNITED STATES OF AMERICA

397,132,846

TOTAL COMMON STOCKS

(Cost $866,460,997)

950,195,472

Nonconvertible Preferred Stocks - 0.3%

Shares

Value

Italy - 0.3%

Intesa Sanpaolo SpA
(Cost $2,966,215)

809,900

$ 2,651,774

Convertible Bonds - 0.4%

 

Principal Amount

 

Bermuda - 0.2%

Ingersoll-Rand Global Holding Co. Ltd. 4.5% 4/15/12

$ 890,000

1,653,264

United States of America - 0.2%

Hertz Global Holdings, Inc. 5.25% 6/1/14

1,340,000

1,830,758

Micron Technology, Inc. 4.25% 10/15/13

320,000

486,000

TOTAL UNITED STATES OF AMERICA

2,316,758

TOTAL CONVERTIBLE BONDS

(Cost $2,713,213)

3,970,022

Money Market Funds - 1.9%

Shares

 

Fidelity Cash Central Fund, 0.20% (d)

14,197,415

14,197,415

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

4,452,550

4,452,550

TOTAL MONEY MARKET FUNDS

(Cost $18,649,965)

18,649,965

TOTAL INVESTMENT PORTFOLIO - 98.1%

(Cost $890,790,390)

975,467,233

NET OTHER ASSETS - 1.9%

18,829,722

NET ASSETS - 100%

$ 994,296,955

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 284,883

Fidelity Securities Lending Cash Central Fund

182,875

Total

$ 467,758

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United States of America

$ 397,132,846

$ 397,132,846

$ -

$ -

United Kingdom

116,587,924

70,646,325

45,941,599

-

Japan

82,363,296

-

82,363,296

-

France

47,433,674

33,942,329

13,491,345

-

Germany

43,498,076

33,868,684

9,629,392

-

Switzerland

39,485,202

33,955,184

5,530,018

-

Netherlands

24,461,031

13,826,534

10,634,497

-

Australia

20,046,117

-

20,046,117

-

China

17,637,943

8,349,282

9,288,661

-

Other

164,201,137

105,780,980

58,420,157

-

Corporate Bonds

3,970,022

-

3,970,022

-

Money Market Funds

18,649,965

18,649,965

-

-

Total Investments in Securities

$ 975,467,233

$ 716,152,129

$ 259,315,104

$ -

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

Investments in Securities:

Beginning Balance

$ 336,547

Total Realized Gain (Loss)

(1,382,609)

Total Unrealized Gain (Loss)

1,180,463

Cost of Purchases

-

Proceeds of Sales

(134,401)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $258,557,473 of which $115,120,141 and $143,437,332 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Worldwide

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $4,135,025) - See accompanying schedule:

Unaffiliated issuers (cost $872,140,425)

$ 956,817,268

 

Fidelity Central Funds (cost $18,649,965)

18,649,965

 

Total Investments (cost $890,790,390)

 

$ 975,467,233

Foreign currency held at value
(cost $4)

4

Receivable for investments sold

50,934,030

Receivable for fund shares sold

839,931

Dividends receivable

1,362,376

Interest receivable

32,134

Distributions receivable from Fidelity Central Funds

4,964

Prepaid expenses

6,047

Other receivables

171,636

Total assets

1,028,818,355

 

 

 

Liabilities

Payable to custodian bank

$ 1,044,328

Payable for investments purchased

27,106,313

Payable for fund shares redeemed

712,533

Accrued management fee

741,957

Distribution fees payable

828

Other affiliated payables

301,708

Other payables and accrued expenses

161,183

Collateral on securities loaned, at value

4,452,550

Total liabilities

34,521,400

 

 

 

Net Assets

$ 994,296,955

Net Assets consist of:

 

Paid in capital

$ 1,180,525,164

Undistributed net investment income

5,696,383

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

(276,596,321)

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

84,671,729

Net Assets

$ 994,296,955

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($992,570 ÷ 66,349 shares)

$ 14.96

 

 

 

Maximum offering price per share (100/94.25 of $14.96)

$ 15.87

Class T:
Net Asset Value
and redemption price per share ($457,977 ÷ 30,659 shares)

$ 14.94

 

 

 

Maximum offering price per share (100/96.50 of $14.94)

$ 15.48

Class B:
Net Asset Value
and offering price per share ($224,477 ÷ 15,079 shares)A

$ 14.89

 

 

 

Class C:
Net Asset Value
and offering price per share ($335,417 ÷ 22,530 shares)A

$ 14.89

 

 

 

Worldwide:
Net Asset Value
, offering price and redemption price per share ($991,996,036 ÷ 66,211,078 shares)

$ 14.98

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($290,478 ÷ 19,369 shares)

$ 15.00

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

Worldwide
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 19,268,128

Interest

 

108,728

Income from Fidelity Central Funds

 

467,758

 

 

19,844,614

Less foreign taxes withheld

 

(891,234)

Total income

 

18,953,380

 

 

 

Expenses

Management fee
Basic fee

$ 6,270,401

Performance adjustment

1,382,658

Transfer agent fees

2,723,416

Distribution fees

3,837

Accounting and security lending fees

417,317

Custodian fees and expenses

191,487

Independent trustees' compensation

6,324

Registration fees

98,295

Audit

79,340

Legal

4,579

Miscellaneous

20,031

Total expenses before reductions

11,197,685

Expense reductions

(319,354)

10,878,331

Net investment income (loss)

8,075,049

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $64,613)

(130,979,988)

Foreign currency transactions

(506,161)

Futures contracts

1,233,316

Total net realized gain (loss)

 

(130,252,833)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $51,652)

233,637,400

Assets and liabilities in foreign currencies

54,443

Total change in net unrealized appreciation (depreciation)

 

233,691,843

Net gain (loss)

103,439,010

Net increase (decrease) in net assets resulting from operations

$ 111,514,059

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 8,075,049

$ 12,367,196

Net realized gain (loss)

(130,252,833)

(143,763,130)

Change in net unrealized appreciation (depreciation)

233,691,843

(564,532,626)

Net increase (decrease) in net assets resulting from operations

111,514,059

(695,928,560)

Distributions to shareholders from net investment income

(11,746,083)

(8,541,065)

Distributions to shareholders from net realized gain

-

(169,398,247)

Total distributions

(11,746,083)

(177,939,312)

Share transactions - net increase (decrease)

(40,383,349)

35,066,852

Redemption fees

26,981

83,803

Total increase (decrease) in net assets

59,411,608

(838,717,217)

 

 

 

Net Assets

Beginning of period

934,885,347

1,773,602,564

End of period (including undistributed net investment income of $5,696,383 and undistributed net investment income of $10,091,805, respectively)

$ 994,296,955

$ 934,885,347

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

Annual Report

Financial Highlights - Class A

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss) E

  (.01)

Net realized and unrealized gain (loss)

  4.09

Total from investment operations

  4.08

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.96

Total Return B, C, D

  37.50%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  1.52% A

Expenses net of fee waivers, if any

  1.52% A

Expenses net of all reductions

  1.49% A

Net investment income (loss)

  (.06)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 993

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

Financial Highlights - Class T

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.01)

Net realized and unrealized gain (loss)

  4.07

Total from investment operations

  4.06

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.94

Total ReturnB, C, D

  37.32%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.73% A

Expenses net of fee waivers, if any

  1.73% A

Expenses net of all reductions

  1.70% A

Net investment income (loss)

  (.08)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 458

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.03)

Net realized and unrealized gain (loss)

  4.04

Total from investment operations

  4.01

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.89

Total Return B, C, D

  36.86%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.20% A

Expenses net of fee waivers, if any

  2.20%A

Expenses net of all reductions

  2.17%A

Net investment income (loss)

  (.30)%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 224

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

Financial Highlights - Class C

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.04)

Net realized and unrealized gain (loss)

  4.05

Total from investment operations

  4.01

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.89

Total Return B, C, D

  36.86%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.18% A

Expenses net of fee waivers, if any

  2.18% A

Expenses net of all reductions

  2.15% A

Net investment income (loss)

  (.39)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 335

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Worldwide

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.40

$ 25.18

$ 21.82

$ 19.05

$ 16.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .12

.16

.14

.17

.15 E

Net realized and unrealized gain (loss)

  1.63

(9.44)

6.05

3.74

2.30

Total from investment operations

  1.75

(9.28)

6.19

3.91

2.45

Distributions from net investment income

  (.17)

(.12)

(.17)

(.10)

(.10)

Distributions from net realized gain

  -

(2.38)

(2.66)

(1.04)

(.02)

Total distributions

  (.17)

(2.50)

(2.83)

(1.14)

(.12)

Redemption fees added to paid in capital B, G

  -

-

-

-

-

Net asset value, end of period

$ 14.98

$ 13.40

$ 25.18

$ 21.82

$ 19.05

Total Return A

  13.39%

(40.66)%

31.87%

21.31%

14.71%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.27%

1.21%

1.04%

1.08%

1.07%

Expenses net of fee waivers, if any

  1.27%

1.21%

1.04%

1.08%

1.07%

Expenses net of all reductions

  1.24%

1.19%

1.02%

1.02%

1.01%

Net investment income (loss)

  .92%

.84%

.66%

.85%

.82% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 991,996

$ 934,885

$ 1,773,603

$ 1,328,219

$ 1,181,044

Portfolio turnover rate D

  224%

264%

128%

205%

93%

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

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

E Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .60%.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

Financial Highlights - Institutional Class

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)D

  .06

Net realized and unrealized gain (loss)

  4.06

Total from investment operations

  4.12

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 15.00

Total Return B, C

  37.87%

Ratios to Average Net AssetsE, H

 

Expenses before reductions

  1.17% A

Expenses net of fee waivers, if any

  1.17% A

Expenses net of all reductions

  1.15% A

Net investment income (loss)

  .62% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 290

Portfolio turnover rate F

  224%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Worldwide Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Worldwide and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class A, Class T, Class B, Class C, and Institutional Class shares and the existing class was designated Worldwide on February 19, 2009. 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

Notes to Financial Statements - continued

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, capital loss carryforwards, and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 125,205,472

Gross unrealized depreciation

(59,513,558)

Net unrealized appreciation (depreciation)

$ 65,691,914

 

 

Tax Cost

$ 909,775,319

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

Undistributed ordinary income

$ 6,642,765

Capital loss carryforward

$ (258,557,473)

Net unrealized appreciation (depreciation)

$ 65,738,452

Annual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 11,746,083

$ 54,093,535

Long-term Capital Gains

-

123,845,777

Total

$ 11,746,083

$ 177,939,312

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives. While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

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

 

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in Unrealized
Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 1,233,316

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 1,233,316

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $1,233,316 for futures contracts.

Annual Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $1,908,142,781 and $1,936,522,727, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Worldwide as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .87% 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%

$ 662

$ 232

Class T

.25%

.25%

758

420

Class B

.75%

.25%

1,106

1,042

Class C

.75%

.25%

1,311

1,056

 

 

 

$ 3,837

$ 2,750

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 1,937

Class T

132

 

$ 2,069

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 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 845

.31*

Class T

435

.28*

Class B

286

.25*

Class C

324

.24*

Worldwide

2,721,292

.31

Institutional Class

234

.21*

 

$ 2,723,416

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $60,950 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,580 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $182,875.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Worldwide's operating expenses. During the period, this reimbursement reduced the class' expenses by $63,875.

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 $255,064 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 $415.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Worldwide

$ 11,746,083

$ 8,541,065

From net realized gain

 

 

Worldwide

$ -

$ 169,398,247

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009A

2008

2009A

2008

Class A

 

 

 

 

Shares sold

68,262

-

$ 954,848

$ -

Shares redeemed

(1,913)

-

(30,621)

-

Net increase (decrease)

66,349

-

$ 924,227

$ -

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009A

2008

2009A

2008

Class T

 

 

 

 

Shares sold

31,350

-

$ 413,190

$ -

Shares redeemed

(691)

-

(10,728)

-

Net increase (decrease)

30,659

-

$ 402,462

$ -

Class B

 

 

 

 

Shares sold

16,229

-

$ 199,531

$ -

Shares redeemed

(1,150)

-

(18,389)

-

Net increase (decrease)

15,079

-

$ 181,142

$ -

Class C

 

 

 

 

Shares sold

23,542

-

$ 304,403

$ -

Shares redeemed

(1,012)

-

(14,575)

-

Net increase (decrease)

22,530

-

$ 289,828

$ -

Worldwide

 

 

 

 

Shares sold

9,823,250

15,425,394

$ 126,506,866

$ 303,265,276

Reinvestment of distributions

959,833

7,926,720

11,413,258

172,247,752

Shares redeemed

(14,319,175)

(24,051,522)

(180,350,310)

(440,446,176)

Net increase (decrease)

(3,536,092)

(699,408)

$ (42,430,186)

$ 35,066,852

Institutional Class

 

 

 

 

Shares sold

19,375

-

$ 249,261

$ -

Shares redeemed

(6)

-

(83)

-

Net increase (decrease)

19,369

-

$ 249,178

$ -

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Worldwide Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Worldwide Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, 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 periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Worldwide Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

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

The funds' Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Bruce T. Herring (44)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

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

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Diversified International Fund

12/07/09

12/04/09

$0.348

-

Fidelity International Capital Appreciation Fund

12/07/09

12/04/09

$0.07

$0.12

Fidelity Overseas Fund

12/07/09

12/04/09

$0.455

$0.01

Fidelity Worldwide Fund

12/07/09

12/04/09

$.092

$.015

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

Fidelity Worldwide Fund

58%

A percentage of the dividends distributed during the fiscal year for the following funds may be taken into account as a dividend for purposes of the maximum rate under section 1(h) (11) of the Internal Revenue Code:

Fidelity Diversified International Fund

100%

Fidelity International Capital Appreciation Fund

39%

Fidelity Overseas Fund

95%

Fidelity Worldwide Fund

100%

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

Fidelity Diversified International Fund

12/08/08

$0.3560

$0.0444

Fidelity International Capital Appreciation Fund

12/08/08

$0.0490

$0.0194

Fidelity Overseas Fund

12/08/08

$0.4090

$0.0391

Fidelity Worldwide Fund

12/08/08

$0.1610

$0.0163

The funds will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Broadly Diversified International Equity Funds

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to each fund and its shareholders (including the investment performance of each fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with each fund; (iv) the extent to which economies of scale would be realized as each fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance. The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance (for the retail class, in the case of Diversified International Fund and Overseas Fund), as well as each fund's relative investment performance (for the retail class, in the case of Diversified International Fund and Overseas Fund) measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds (or a custom peer group of mutual funds, in the case of International Capital Appreciation Fund) deemed appropriate by the Board over multiple periods.

For each of Diversified International Fund, Overseas Fund, and Worldwide Fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class K of Diversified International Fund and Overseas Fund had less than one year of performance as of December 31, 2008, Diversified International Fund and Overseas Fund did not offer Class F as of December 31, 2008, and Worldwide Fund did not offer Advisor classes as of December 31, 2008.)

For International Capital Appreciation Fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund (or the retail class, in the case of Diversified International Fund and Overseas Fund).

Fidelity Diversified International Fund


fid161

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Diversified International (retail class) of the fund was in the third quartile for the one- and three-year periods and the second quartile for the five-year period. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity International Capital Appreciation Fund


fid163

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the fourth quartile for all the periods shown. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Fidelity Overseas Fund


fid165

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Overseas (retail class) of the fund was in the fourth quartile for the one-year period and the third quartile for the three- and five-year periods. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Fidelity Worldwide Fund


fid167

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the second quartile for all the periods shown. The Board also stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

The Board also considered that each fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for each fund's shareholders and helps to more closely align the interests of FMR and each fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. For each of Diversified International Fund and International Capital Appreciation Fund, the Board reviewed the year-to-date performance of the fund (or the retail class, in the case of Diversified International Fund) through May 31, 2009 and stated that it exceeded the fund's benchmark. For each of Overseas Fund and Worldwide Fund, the Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to each fund will benefit each fund's shareholders, particularly in light of the Board's view that each fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment, is also included in the charts and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Diversified International Fund


fid169

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity International Capital Appreciation Fund


fid171

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Furthermore, the Board considered that shareholders of International Capital Appreciation Fund approved a prospective change in the index used to calculate the fund's performance adjustment, beginning March 1, 2001. The Board also considered that, because the performance adjustment is based on a rolling 36-month measurement period, during a transition period the fund's performance is compared to a blended index return that reflects the performance of the former index for the portion of the measurement period prior to March 1, 2001 and the performance of the current index for the remainder of the measurement period. The Board noted that the fund's performance adjustment for 2004 shown in the chart above reflects the effect of using the blended index return to calculate the fund's performance adjustment.

Annual Report

Fidelity Overseas Fund


fid173

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity Worldwide Fund


fid175

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

In connection with the renewal of Worldwide Fund's management contract, the Board also approved non-material amendments to the fund's management contract to clarify certain provisions regarding the calculation of the fund's performance adjustment.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

The Board noted that each of International Capital Appreciation Fund's and Worldwide Fund's total expenses and the total expenses of each class of Diversified International Fund and Overseas Fund ranked below its competitive median for 2008.

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

Based on its review, the Board concluded that the total expenses of International Capital Appreciation Fund and Worldwide Fund and the total expenses of each class of Diversified International Fund and Overseas Fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Annual Report

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated Service Telephone (FAST®)
1-800-544-5555

Press

fid177For mutual fund and brokerage trading.

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fid187fid189To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

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To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
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Cincinnati, OH 45277-0002

(letter_graphic)

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Buying shares

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(letter_graphic)

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Cincinnati, OH 45277-0035

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Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

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(U.K.) Inc.

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(U.K.) Ltd.

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Telephone (FAST®) fid191 1-800-544-5555

fid191 Automated line for quickest service

fid194

IBD-UANNPRO-1209
1.784774.106

Fidelity®
Diversified International
Fund -
Class F

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Class F A

24.46%

4.78%

5.73%

A The initial offering of Class F shares took place on June 26, 2009. Returns prior to June 26, 2009 are those of Diversified International, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Diversified International Fund - Class F on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Class F took place on June 26, 2009. See above for additional information regarding the performance of Class F.


fid207

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund: For the year ending October 31, 2009, the fund's Class F shares trailed the MSCI EAFE. (For specific class-level results, please see the performance section of this report.) A combination of unfavorable stock selection in financials and an underweighting in the sector, which performed well during the period, was the biggest detractor from relative results. In addition, stock picks and an underweighting in the capital goods industry dampened returns. Adverse stock and market selection within technology also hurt, with our results heavily influenced by one holding that disappointed - Indonesian software maker Satyam Computer Services. Regionally, weak stock picking and lower-than-benchmark exposure to the strong-performing Australian market and dollar did the most damage. Security selection in Japan weighed on returns as well, but that negative was partially offset by being significantly underweighted in this lagging market. Unfavorable country allocations within Europe also detracted, as did a modest cash position. The biggest individual detractor was an overweighted position in Japanese financial firm ORIX, closely followed by our stake in Satyam. Conversely, stock choices in consumer discretionary - primarily in automobiles/components and retailing - and an underweighting in automobiles/components added the most to relative performance. Underweighted exposure to the weak-performing utilities sector also helped, as did security selection in telecommunication services and energy. On a geographic basis, the fund benefited from its modest out-of-index exposure to Canada and Brazil - markets that fared extremely well, bolstered in part by a weak U.S. dollar - and from some strong-performing U.S. holdings. In terms of specific contributors, largely avoiding German automaker and index constituent Volkswagen paid off nicely, as did an overweighting in Belgium-based Anheuser-Busch InBev. Some stocks mentioned in this report were not held at period end.

Note to shareholders: The fund reopened to new accounts on March 31, 2009.

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

Annual Report

Diversified International

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Diversified International and Class K, and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Diversified International

1.01%

 

 

 

Actual

 

$ 1,000.00

$ 1,280.30

$ 5.81B

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.14C

Class K

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,281.70

$ 4.54B

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02C

Class F

.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.60

$ 2.68B

HypotheticalA

 

$ 1,000.00

$ 1,021.63

$ 3.62C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Diversified International and Class K and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Diversified International

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid209

United Kingdom

17.4%

 

fid211

Japan

14.5%

 

fid213

United States of America

10.4%

 

fid215

France

9.7%

 

fid217

Switzerland

8.9%

 

fid219

Germany

6.9%

 

fid221

Canada

5.3%

 

fid223

Spain

4.7%

 

fid225

Italy

2.9%

 

fid227

Other

19.3%

 

fid229

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

As of April 30, 2009

fid209

United Kingdom

17.3%

 

fid211

Japan

15.4%

 

fid213

Switzerland

11.3%

 

fid215

United States of America

8.6%

 

fid217

Germany

7.9%

 

fid219

France

7.7%

 

fid221

Canada

6.4%

 

fid223

Spain

4.0%

 

fid225

Italy

2.9%

 

fid227

Other

18.5%

 

fid241

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.3

97.2

Short-Term Investments and Net Other Assets

3.7

2.8

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

2.3

1.3

Telefonica SA (Spain, Diversified Telecommunication Services)

2.1

1.9

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

1.9

1.9

Nestle SA (Reg.) (Switzerland, Food Products)

1.9

2.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.4

1.5

E.ON AG (Germany, Electric Utilities)

1.4

1.6

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.3

1.6

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

1.3

1.4

Sanofi-Aventis (France, Pharmaceuticals)

1.1

0.2

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.2

 

15.8

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.2

16.6

Industrials

9.8

10.8

Energy

9.8

9.5

Consumer Staples

9.3

11.2

Health Care

9.1

10.7

Information Technology

9.3

9.8

Consumer Discretionary

9.1

10.5

Materials

7.2

7.4

Telecommunication Services

7.0

6.7

Utilities

3.5

4.0

Annual Report

Diversified International

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 95.9%

Shares

Value

Australia - 2.0%

AMP Ltd.

9,328,713

$ 49,137,637

BHP Billiton Ltd. sponsored ADR (c)

5,901,000

386,987,580

CSL Ltd.

1,000,000

28,068,376

National Australia Bank Ltd.

1,500,000

39,619,394

Newcrest Mining Ltd.

2,500,000

71,838,011

QBE Insurance Group Ltd.

7,578,885

152,579,248

TOTAL AUSTRALIA

728,230,246

Bailiwick of Jersey - 1.1%

Experian PLC

16,500,000

151,431,422

Informa PLC (d)

33,962,087

163,485,254

WPP PLC

8,000,000

71,719,125

TOTAL BAILIWICK OF JERSEY

386,635,801

Belgium - 1.1%

Anheuser-Busch InBev SA NV

8,258,700

388,959,645

Anheuser-Busch InBev SA NV (strip VVPR) (a)

5,339,200

39,285

TOTAL BELGIUM

388,998,930

Bermuda - 0.3%

Clear Media Ltd. (a)

22,325,000

9,896,263

Huabao International Holdings Ltd.

21,290,000

20,308,104

Seadrill Ltd. (a)(c)

4,000,000

83,547,266

TOTAL BERMUDA

113,751,633

Brazil - 1.3%

Banco Santander (Brasil) SA ADR (a)

7,000,000

83,020,000

BR Malls Participacoes SA (a)

4,500,000

48,265,387

Itau Unibanco Banco Multiplo SA ADR

6,270,000

120,007,800

Petroleo Brasileiro SA - Petrobras sponsored ADR

1,300,000

60,086,000

Vivo Participacoes SA sponsored ADR

5,000,000

121,250,000

Votorantim Celulose e Papel SA sponsored ADR (a)

2,400,000

32,976,000

TOTAL BRAZIL

465,605,187

Canada - 5.3%

Agnico-Eagle Mines Ltd. (Canada)

896,500

47,687,491

Air Canada:

warrants 10/27/12 (a)(e)

3,421,100

521,292

Class A (a)(e)

6,842,200

6,824,192

Barrick Gold Corp.

1,286,600

46,290,748

Canadian Natural Resources Ltd.

2,700,000

175,087,962

Canadian Pacific Railway Ltd.

2,000,000

86,623,263

Cequence Energy Ltd. (a)

2,468

7,977

CGI Group, Inc. Class A (sub. vtg.) (a)

474,500

5,792,945

Crescent Point Energy Corp.

340,000

11,554,694

EnCana Corp.

3,068,000

169,995,844

Flint Energy Services Ltd. (a)

1,000,000

10,850,995

Niko Resources Ltd. (d)

2,525,000

204,266,519

Open Text Corp. (a)

1,000,000

37,308,953

OZ Optics Ltd. unit (a)(g)

102,000

481,440

Painted Pony Petroleum Ltd. (a)(e)

677,100

3,676,731

 

Shares

Value

Painted Pony Petroleum Ltd.
Class A (a)

734,000

$ 3,972,148

PetroBakken Energy Ltd. Class A

4,250,000

122,533,130

Petrobank Energy & Resources Ltd. (a)(c)(d)

5,475,000

239,355,866

Research In Motion Ltd. (a)

1,650,800

96,951,498

Royal Bank of Canada

700,000

35,425,036

Silver Wheaton Corp. (a)

5,000,000

62,797,248

Suncor Energy, Inc.

9,992,000

331,451,854

Toronto-Dominion Bank

600,000

34,176,479

Trican Well Service Ltd. (d)

7,000,000

81,839,590

Ultra Petroleum Corp. (a)

660,200

32,052,710

Westernzagros Resources Ltd. (a)

3,497,100

4,295,279

Yamana Gold, Inc.

2,945,900

31,231,410

TOTAL CANADA

1,883,053,294

Cayman Islands - 0.1%

Belle International Holdings Ltd.

16,510,000

16,669,343

China Dongxiang Group Co. Ltd.

8,480,000

5,181,302

Hengan International Group Co. Ltd.

4,992,000

32,135,276

TOTAL CAYMAN ISLANDS

53,985,921

China - 0.5%

Baidu.com, Inc. sponsored ADR (a)

114,600

43,309,632

China Merchants Bank Co. Ltd.
(H Shares)

38,141,850

97,582,406

Global Bio-Chem Technology Group Co. Ltd.

36,981,600

9,001,587

NetEase.com, Inc. sponsored ADR (a)

548,400

21,179,208

TOTAL CHINA

171,072,833

Czech Republic - 0.0%

Komercni Banka AS

25,000

4,972,797

Denmark - 1.1%

A.P. Moller - Maersk AS Series B

160

1,100,874

Carlsberg AS Series B

1,582,733

111,715,703

Novo Nordisk AS Series B

4,042,300

251,754,616

William Demant Holding AS (a)

567,348

40,550,497

TOTAL DENMARK

405,121,690

Finland - 0.1%

Nokian Tyres PLC

1,778,000

38,042,687

France - 9.7%

Accor SA

478,682

23,016,417

Alcatel-Lucent SA sponsored ADR (a)

14,000,000

51,660,000

Alstom SA

672,859

46,858,643

Atos Origin SA (a)

1,003,169

47,150,254

AXA SA

85,138

2,117,254

AXA SA sponsored ADR

9,711,800

240,852,640

BNP Paribas SA (c)

4,273,515

323,553,152

Bouygues SA

2,227,761

105,396,114

Cap Gemini SA (c)

5,037,700

234,332,119

CNP Assurances

400,000

38,713,537

Credit Agricole SA

3,210,944

61,921,972

Danone

2,639,828

159,095,386

Common Stocks - continued

Shares

Value

France - continued

Dassault Aviation SA

36,265

$ 27,136,489

Essilor International SA

2,100,000

117,893,228

Financiere Marc de Lacharriere SA (Fimalac) (c)

900,000

47,009,401

GDF Suez

2,124,314

89,107,607

Iliad Group SA

325,000

35,247,301

L'Oreal SA

1,100,000

112,775,177

LVMH Moet Hennessy - Louis Vuitton

800,000

83,172,006

Neopost SA

600,000

52,640,287

Pernod Ricard SA (c)

2,372,905

198,302,068

PPR SA

2,000,000

218,848,916

Renault SA (a)

15,900

715,968

Sanofi-Aventis

5,439,362

398,689,994

Schneider Electric SA

1,943,517

203,087,353

Societe Generale Series A

2,910,780

194,378,800

Technip SA

1,150,000

72,480,460

Total SA Series B

2,200,000

131,639,756

Unibail-Rodamco

274,439

60,961,265

Vallourec SA

529,190

83,869,172

TOTAL FRANCE

3,462,622,736

Germany - 6.8%

Aixtron AG

2,051,600

61,497,682

Allianz AG sponsored ADR

14,738,700

167,284,245

BASF AG

1,801,474

96,760,006

Bayer AG

18,110

1,258,669

Bayerische Motoren Werke AG (BMW)

2,315,230

113,435,290

Beiersdorf AG

29,000

1,788,080

Daimler AG (Reg.)

1,936,056

93,375,983

Deutsche Boerse AG

3,503,226

284,153,093

E.ON AG

13,259,440

509,066,226

Fresenius Medical Care AG & Co. KGaA

2,204,700

106,900,551

Fresenius SE

2,700,000

134,532,044

GEA Group AG

4,500,000

84,959,939

GFK AG

1,600,000

50,668,410

HeidelbergCement AG

275,400

16,506,438

Linde AG

1,436,129

150,871,031

Metro AG

881,300

48,970,076

Munich Re Group (Reg.)

943,740

149,486,191

RWE AG

808,900

71,063,107

SAP AG

500,000

22,635,000

Siemens AG:

(Reg.)

26,550

2,390,031

sponsored ADR

3,090,000

278,161,800

TOTAL GERMANY

2,445,763,892

Greece - 0.2%

Alpha Bank AE (a)

986,100

19,285,059

 

Shares

Value

Hellenic Telecommunications Organization SA

2,104,477

$ 35,613,696

Piraeus Bank SA

1,905,100

33,220,881

TOTAL GREECE

88,119,636

Hong Kong - 1.0%

China Unicom (Hong Kong) Ltd. sponsored ADR

7,982,500

100,978,625

Hong Kong Exchange & Clearing Ltd.

4,000,000

70,412,242

Hutchison Whampoa Ltd.

10,000,000

70,190,671

Li & Fung Ltd.

5,000,000

20,795,326

Swire Pacific Ltd. (A Shares)

5,007,500

61,025,338

Wharf Holdings Ltd.

7,226,000

39,043,926

TOTAL HONG KONG

362,446,128

India - 1.2%

HDFC Bank Ltd.

800,000

27,267,683

Indiabulls Financial Services Ltd.

1,039,597

3,699,678

Indiabulls Real Estate Ltd. (a)

1,710,239

8,954,011

Infosys Technologies Ltd.

2,807,942

130,513,383

Reliance Industries Ltd.

840,000

34,013,504

State Bank of India

3,327,536

153,665,639

Tata Steel Ltd.

6,648,141

65,762,699

TOTAL INDIA

423,876,597

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR

269,200

7,133,800

PT Perusahaan Gas Negara Tbk
Series B

130,000,000

48,370,887

TOTAL INDONESIA

55,504,687

Ireland - 1.1%

Covidien PLC

2,250,000

94,770,000

CRH PLC

5,936,269

145,096,932

Ryanair Holdings PLC sponsored ADR (a)

5,603,300

152,801,991

TOTAL IRELAND

392,668,923

Israel - 0.3%

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,000,000

100,960,000

Italy - 2.6%

ENI SpA sponsored ADR

3,700,000

183,446,000

Fiat SpA (a)

19,699,100

294,520,220

Intesa Sanpaolo SpA

43,666,955

184,742,060

Telecom Italia SpA sponsored ADR

6,000,000

95,160,000

UniCredit SpA

46,687,257

157,329,030

Unione di Banche Italiane SCPA

1,200,000

17,190,647

TOTAL ITALY

932,387,957

Japan - 14.5%

Canon, Inc. sponsored ADR

4,743,300

178,632,678

Daiichi Sankyo Kabushiki Kaisha

2,093,600

40,902,356

Denso Corp.

7,000,000

191,273,354

East Japan Railway Co.

1,650,000

105,669,902

Eisai Co. Ltd.

1,850,000

65,697,690

Common Stocks - continued

Shares

Value

Japan - continued

Fanuc Ltd.

1,700,000

$ 141,211,875

Fast Retailing Co. Ltd.

555,000

91,354,413

Honda Motor Co. Ltd.

5,000,000

154,441,996

Hoya Corp.

1,999,500

44,005,987

Ibiden Co. Ltd.

1,000,000

35,804,504

Japan Tobacco, Inc.

29,838

83,715,311

JSR Corp.

4,543,500

88,618,588

Jupiter Telecommunications Co.

20,000

18,281,754

Keyence Corp.

880,000

174,711,345

Kubota Corp.

1,500,000

11,656,813

Kyocera Corp.

1,020,700

85,625,427

Mazda Motor Corp.

8,955,000

20,211,329

Mitsubishi Corp.

7,615,700

161,464,492

Mitsubishi UFJ Financial Group, Inc.

68,342,000

364,037,297

Mitsui & Co. Ltd.

13,450,000

176,647,987

Murata Manufacturing Co. Ltd.

1,459,400

71,210,445

NGK Insulators Ltd.

4,111,000

92,214,721

Nikon Corp.

4,300,000

80,146,324

Nintendo Co. Ltd.

360,000

90,301,892

Nippon Telegraph & Telephone Corp.

1,600,000

66,023,473

Nitto Denko Corp.

2,000,000

60,402,968

Nomura Holdings, Inc.

29,395,400

207,196,885

NSK Ltd.

5,000,000

29,050,429

Omron Corp.

4,001,300

67,380,820

ORIX Corp.

2,740,000

176,999,656

Promise Co. Ltd. (c)

1,500,000

9,535,159

Rakuten, Inc.

170,000

116,431,200

Ricoh Co. Ltd.

5,500,000

74,750,463

ROHM Co. Ltd.

1,239,100

82,177,884

Sankyo Co. Ltd. (Gunma)

1,100,000

62,835,377

Seven & i Holdings Co., Ltd.

3,778,600

82,726,662

Shin-Etsu Chemical Co., Ltd.

1,688,200

89,532,410

Softbank Corp.

1,666,400

39,268,991

Sony Financial Holdings, Inc.

32,710

93,870,622

Sumco Corp.

3,964,900

75,667,832

Sumitomo Corp.

6,500,000

63,103,629

Sumitomo Metal Industries Ltd.

15,000,000

38,323,956

Sumitomo Mitsui Financial Group,
Inc.

6,764,200

229,928,752

THK Co. Ltd.

5,000,000

86,403,869

Tokai Carbon Co. Ltd.

6,000,000

28,962,542

Tokyo Electron Ltd.

2,150,000

120,958,018

Toshiba Corp.

26,056,000

148,927,315

Toyota Motor Corp. sponsored ADR

5,970,100

470,981,189

Yahoo! Japan Corp. (c)

299,774

91,889,145

TOTAL JAPAN

5,181,167,726

Korea (South) - 1.6%

Amorepacific Corp.

139,531

95,939,650

LG Household & Health Care Ltd.

200,000

41,386,090

Lotte Shopping Co. Ltd.

71,612

20,151,312

 

Shares

Value

NHN Corp. (a)

1,000,000

$ 146,949,287

Samsung Electronics Co. Ltd.

470,100

281,837,739

TOTAL KOREA (SOUTH)

586,264,078

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares)
Class A (c)

2,250,000

76,545,000

SES SA FDR (France) unit

5,630,000

122,242,615

TOTAL LUXEMBOURG

198,787,615

Mexico - 0.4%

America Movil SAB de CV Series L sponsored ADR

2,013,600

88,860,168

Cemex SA de CV sponsored ADR

5,750,000

59,685,000

TOTAL MEXICO

148,545,168

Netherlands - 1.6%

Akzo Nobel NV

755,800

44,799,315

Gemalto NV (a)

1,700,000

71,759,400

ING Groep NV (Certificaten Van Aandelen) unit (a)

85,500

1,112,591

Koninklijke KPN NV

10,137,900

184,242,570

Koninklijke Philips Electronics NV

90,000

2,260,722

Koninklijke Philips Electronics NV
(NY Shares)

2,934,500

73,626,605

QIAGEN NV (a)

2,041,000

42,514,030

Randstad Holdings NV (a)

2,180,046

83,088,409

Royal DSM NV

1,358,700

59,661,946

Unilever NV (Certificaten Van Aandelen) unit

50,000

1,545,495

TOTAL NETHERLANDS

564,611,083

Netherlands Antilles - 0.5%

Schlumberger Ltd.

2,890,200

179,770,440

Norway - 0.7%

DnB NOR ASA (a)(c)

5,627,000

64,808,622

Pronova BioPharma ASA (a)(d)

15,500,000

48,182,882

StatoilHydro ASA

122,000

2,895,479

Telenor ASA (a)

9,410,000

121,854,578

TOTAL NORWAY

237,741,561

Papua New Guinea - 0.5%

Lihir Gold Ltd.

60,000,000

164,055,454

South Africa - 0.8%

Aspen Pharmacare Holdings Ltd.

146,200

1,238,840

Impala Platinum Holdings Ltd.

7,000,000

156,172,800

MTN Group Ltd.

8,644,800

130,017,792

TOTAL SOUTH AFRICA

287,429,432

Spain - 4.7%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (c)

3,141,935

55,926,443

Banco Santander SA

152,000

2,445,859

Banco Santander SA:

rights 11/2/09 (a)

152,000

26,841

Common Stocks - continued

Shares

Value

Spain - continued

Banco Santander SA: - continued

sponsored ADR (c)

18,250,000

$ 293,095,000

Enagas SA

5,000,649

103,169,045

Grupo Acciona SA

290,000

35,462,883

Grupo Ferrovial SA

2,300,000

95,647,807

Iberdrola SA (c)

14,570,200

132,504,007

Inditex SA

1,755,565

103,336,067

Red Electrica Corporacion SA

1,700,000

88,082,568

Telefonica SA

27,590,200

770,445,795

TOTAL SPAIN

1,680,142,315

Sweden - 0.4%

H&M Hennes & Mauritz AB (B Shares)

1,880,995

106,836,881

Telefonaktiebolaget LM Ericsson
(B Shares) sponsored ADR (c)

4,700,000

48,880,000

TOTAL SWEDEN

155,716,881

Switzerland - 8.9%

Actelion Ltd. (Reg.) (a)

3,043,726

168,041,203

Alcon, Inc.

725,000

103,522,750

ARYZTA AG

2,000,000

78,744,762

Bank Sarasin & Co. Ltd. Series B (Reg.)

48,400

1,931,566

Credit Suisse Group (Reg.)

1,500,000

80,170,138

Kuehne & Nagel International AG

1,400,000

127,161,095

Lonza Group AG

125,817

9,803,205

Nestle SA (Reg.)

14,222,360

662,813,815

Nobel Biocare Holding AG (Switzerland)

2,350,000

66,874,574

Roche Holding AG (participation certificate)

3,203,717

514,230,767

Schindler Holding AG (Reg.)

1,300,000

90,078,940

SGS Societe Generale de Surveillance Holding SA (Reg.)

82,550

110,619,092

Sonova Holding AG

2,100,000

216,528,604

Sulzer AG (Reg.)

885,300

69,195,069

Swiss Reinsurance Co. (Reg.)

1,330,645

54,491,475

Tecan Group AG (d)

1,100,000

67,537,277

Transocean Ltd. (a)

1,663,800

139,609,458

UBS AG:

(For. Reg.) (a)

4,272,205

71,224,035

(NY Shares) (a)

11,800,000

195,762,000

Zurich Financial Services AG (Reg.)

1,495,271

343,762,235

TOTAL SWITZERLAND

3,172,102,060

Taiwan - 0.6%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

34,500,000

134,625,561

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

8,039,998

76,701,581

TOTAL TAIWAN

211,327,142

 

Shares

Value

United Kingdom - 17.4%

Anglo American PLC (United Kingdom) (a)

1,141,328

$ 41,505,385

AstraZeneca PLC (United Kingdom)

1,200,000

53,887,808

Barclays PLC

63,622,287

333,560,418

Barratt Developments PLC (a)

4,100,000

9,094,094

Bellway PLC

2,450,000

29,403,817

BG Group PLC

10,000,900

173,225,488

BHP Billiton PLC

4,000,000

107,931,931

Bovis Homes Group PLC (d)

7,250,000

49,028,663

BP PLC sponsored ADR

4,200,000

237,804,000

British American Tobacco PLC:

(United Kingdom)

47,200

1,504,577

sponsored ADR

2,508,000

161,088,840

British Land Co. PLC

11,588,678

89,842,148

Capita Group PLC

20,500,451

256,807,795

Carphone Warehouse Group PLC

20,856,732

63,040,594

Centrica PLC

424,000

1,728,474

easyJet PLC (a)(d)

28,500,000

168,495,470

GlaxoSmithKline PLC sponsored ADR

250,000

10,290,000

HSBC Holdings PLC:

(United Kingdom) (Reg.)

475,223

5,253,019

sponsored ADR (c)

14,844,300

822,225,778

Imperial Tobacco Group PLC

5,676,100

167,742,377

Inchcape PLC (a)

121,790,000

58,686,740

International Power PLC

14,835,892

61,868,221

ITV PLC

20,883,300

14,657,351

Johnson Matthey PLC

1,000,000

23,182,216

Man Group PLC

36,357,500

185,044,404

Misys PLC

15,000,355

51,003,724

National Grid PLC

6,319,500

62,926,528

Next PLC

2,500,000

73,675,775

Pearson PLC

7,000,000

95,675,894

Persimmon PLC

4,200,000

27,816,689

Prudential PLC

17,440,819

159,350,082

QinetiQ Group PLC

8,630,000

23,265,061

Reckitt Benckiser Group PLC

9,000,000

448,457,668

Rio Tinto PLC:

(Reg.)

1,147,952

50,767,722

sponsored ADR (c)

1,000,000

178,030,000

Royal Dutch Shell PLC:

Class A (United Kingdom)

164,500

4,880,275

Class A sponsored ADR

4,049,200

240,562,972

Class B ADR

6,008,200

349,436,912

Segro PLC

6,947,400

40,264,032

Standard Chartered PLC (United Kingdom)

11,355,070

279,734,521

Tesco PLC

34,885,147

233,307,407

Vodafone Group PLC

680,000

1,499,105

Vodafone Group PLC sponsored ADR

30,159,000

669,228,210

Common Stocks - continued

Shares

Value

United Kingdom - continued

Wolseley PLC (a)

2,000,000

$ 40,650,968

Xstrata PLC

4,953,166

71,765,852

TOTAL UNITED KINGDOM

6,229,199,005

United States of America - 6.7%

Allergan, Inc.

2,960,500

166,528,125

AMETEK, Inc.

900,000

31,401,000

C. R. Bard, Inc.

900,000

67,563,000

CME Group, Inc.

307,000

92,901,270

Coach, Inc.

2,072,900

68,343,513

Cummins, Inc.

1,100,000

47,366,000

CVS Caremark Corp.

1,452,300

51,266,190

Danaher Corp.

450,000

30,703,500

ENSCO International, Inc.

2,402,400

110,005,896

Express Scripts, Inc. (a)

1,500,000

119,880,000

Goldman Sachs Group, Inc.

640,000

108,908,800

Google, Inc. Class A (a)

306,800

164,481,616

Henry Schein, Inc. (a)

800,000

42,264,000

JPMorgan Chase & Co.

4,190,900

175,053,893

Medco Health Solutions, Inc. (a)

1,350,000

75,762,000

Microsoft Corp.

1,448,000

40,153,040

Morgan Stanley

5,220,500

167,682,460

Newmont Mining Corp.

1,000,000

43,460,000

Pfizer, Inc.

7,111,500

121,108,845

Philip Morris International, Inc.

4,000,000

189,440,000

PNC Financial Services Group, Inc.

2,061,100

100,870,234

Pride International, Inc. (a)

1,038,000

30,683,280

Range Resources Corp.

707,200

35,395,360

State Street Corp.

700,000

29,386,000

Synthes, Inc.

300,000

35,669,038

Visa, Inc. Class A

1,800,000

136,368,000

Wells Fargo & Co.

4,044,780

111,312,346

TOTAL UNITED STATES OF AMERICA

2,393,957,406

TOTAL COMMON STOCKS

(Cost $31,642,660,004)

34,294,638,941

Nonconvertible Preferred Stocks - 0.4%

 

 

 

 

Germany - 0.1%

Bayerische Motoren Werke AG (BMW) (non-vtg.)

792,000

26,094,820

Italy - 0.3%

Fiat SpA (a)

4,930,600

43,969,084

Intesa Sanpaolo SpA

22,000,000

72,032,373

TOTAL ITALY

116,001,457

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $150,344,568)

142,096,277

Money Market Funds - 6.0%

Shares

Value

Fidelity Cash Central Fund, 0.20% (f)

1,182,345,265

$ 1,182,345,265

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(f)

969,781,454

969,781,454

TOTAL MONEY MARKET FUNDS

(Cost $2,152,126,719)

2,152,126,719

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $33,945,131,291)

36,588,861,937

NET OTHER ASSETS - (2.3)%

(839,528,804)

NET ASSETS - 100%

$ 35,749,333,133

Legend

(a) Non-income producing

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

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

(d) Affiliated company

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,022,215 or 0.0% of net assets.

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

(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 $481,440 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 8,769,282

Fidelity Securities Lending Cash Central Fund

22,941,366

Total

$ 31,710,648

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Bovis Homes Group PLC

$ 36,892,190

$ 2,746,800

$ -

$ -

$ 49,028,663

easyJet PLC

149,638,996

4,142,767

10,393,440

-

168,495,470

European Capital Ltd.

13,349,451

-

-

-

-

Flint Energy Services Ltd.

20,173,329

-

11,966,493

-

-

Informa PLC

91,463,882

25,683,318

16,413,166

3,631,670

163,485,254

Niko Resources Ltd.

194,858,186

-

110,125,793

301,830

204,266,519

Petrobank Energy & Resources Ltd.

89,650,025

13,088,112

-

-

239,355,866

Pronova BioPharma ASA

33,771,424

6,967,044

-

-

48,182,882

Tecan Group AG

49,374,624

-

-

730,945

67,537,277

Trican Well Service Ltd.

69,582,435

-

3,233,004

515,522

81,839,590

Total

$ 748,754,542

$ 52,628,041

$ 152,131,896

$ 5,179,967

$ 1,022,191,521

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,229,199,005

$ 5,782,726,356

$ 446,472,649

$ -

Japan

5,181,167,726

649,613,867

4,531,553,859

-

France

3,462,622,736

2,930,175,732

532,447,004

-

Switzerland

3,172,102,060

3,020,707,887

151,394,173

-

Germany

2,471,858,712

2,353,457,698

118,401,014

-

United States of America

2,393,957,406

2,393,957,406

-

-

Canada

1,883,053,294

1,878,895,123

3,676,731

481,440

Spain

1,680,142,315

907,250,661

772,891,654

-

Italy

1,048,389,414

1,048,389,414

-

-

Other

6,914,242,550

4,581,636,204

2,332,606,346

-

Money Market Funds

2,152,126,719

2,152,126,719

-

-

Total Investments in Securities

$ 36,588,861,937

$ 27,698,937,067

$ 8,889,443,430

$ 481,440

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

Investments in Securities:

Beginning Balance

$ 16,942,832

Total Realized Gain (Loss)

(72,993,522)

Total Unrealized Gain (Loss)

71,016,258

Cost of Purchases

-

Proceeds of Sales

(14,484,128)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 481,440

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (750,210)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $4,558,512,169 of which $956,598,602 and $3,601,913,567 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Diversified International

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $906,642,612) - See accompanying schedule:

Unaffiliated issuers (cost $30,542,223,032)

$ 33,414,543,697

 

Fidelity Central Funds (cost $2,152,126,719)

2,152,126,719

 

Other affiliated issuers (cost $1,250,781,540)

1,022,191,521

 

Total Investments (cost $33,945,131,291)

 

$ 36,588,861,937

Foreign currency held at value (cost $17,135,662)

17,145,822

Receivable for investments sold

211,251,485

Receivable for fund shares sold

42,999,627

Dividends receivable

67,616,236

Distributions receivable from Fidelity Central Funds

405,896

Prepaid expenses

211,794

Other receivables

2,926,641

Total assets

36,931,419,438

 

 

 

Liabilities

Payable for investments purchased

$ 149,347,827

Payable for fund shares redeemed

31,655,895

Accrued management fee

21,905,687

Other affiliated payables

7,255,292

Other payables and accrued expenses

2,140,150

Collateral on securities loaned, at value

969,781,454

Total liabilities

1,182,086,305

 

 

 

Net Assets

$ 35,749,333,133

Net Assets consist of:

 

Paid in capital

$ 37,380,881,387

Undistributed net investment income

412,089,844

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

(4,689,123,637)

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

2,645,485,539

Net Assets

$ 35,749,333,133

Diversified International:
Net Asset Value
, offering price and redemption price per share ($30,998,269,612 ÷ 1,153,864,659 shares)

$ 26.86

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($4,713,908,891 ÷ 175,295,722 shares)

$ 26.89

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($37,154,630 ÷ 1,381,663 shares)

$ 26.89

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends (including $5,179,967 earned from other affiliated issuers)

 

$ 804,693,798

Interest

 

60,192

Income from Fidelity Central Funds

 

31,710,648

 

 

836,464,638

Less foreign taxes withheld

 

(72,641,533)

Total income

 

763,823,105

 

 

 

Expenses

Management fee
Basic fee

$ 211,525,849

Performance adjustment

(8,758,758)

Transfer agent fees

80,732,229

Accounting and security lending fees

2,628,761

Custodian fees and expenses

5,083,608

Independent trustees' compensation

212,867

Depreciation in deferred trustee compensation account

(118)

Registration fees

359,372

Audit

222,940

Legal

188,969

Miscellaneous

668,301

Total expenses before reductions

292,864,020

Expense reductions

(5,138,176)

287,725,844

Net investment income (loss)

476,097,261

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(3,404,738,398)

Other affiliated issuers

(45,816,278)

 

Foreign currency transactions

57,559,792

Futures contracts

2,433,055

Total net realized gain (loss)

 

(3,390,561,829)

Change in net unrealized appreciation (depreciation) on:

Investment securities

9,785,458,028

Assets and liabilities in foreign currencies

(46,450,045)

Total change in net unrealized appreciation (depreciation)

 

9,739,007,983

Net gain (loss)

6,348,446,154

Net increase (decrease) in net assets resulting from operations

$ 6,824,543,415

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 476,097,261

$ 752,597,206

Net realized gain (loss)

(3,390,561,829)

(1,222,596,476)

Change in net unrealized appreciation (depreciation)

9,739,007,983

(27,541,183,667)

Net increase (decrease) in net assets resulting from operations

6,824,543,415

(28,011,182,937)

Distributions to shareholders from net investment income

(412,836,673)

(623,834,183)

Distributions to shareholders from net realized gain

-

(3,411,186,315)

Total distributions

(412,836,673)

(4,035,020,498)

Share transactions - net increase (decrease)

129,291,951

1,321,563,137

Redemption fees

1,098,454

1,934,056

Total increase (decrease) in net assets

6,542,097,147

(30,722,706,242)

 

 

 

Net Assets

Beginning of period

29,207,235,986

59,929,942,228

End of period (including undistributed net investment income of $412,089,844 and undistributed net investment income of $552,385,607, respectively)

$ 35,749,333,133

$ 29,207,235,986

Financial Highlights - Diversified International

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 21.96

$ 45.41

$ 37.58

$ 30.80

$ 26.08

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .35

.55

.47

.46

.30

Net realized and unrealized gain (loss)

  4.86

(20.96)

10.23

7.33

4.63

Total from investment operations

  5.21

(20.41)

10.70

7.79

4.93

Distributions from net investment income

  (.31)

(.47)

(.36)

(.28)

(.15)

Distributions from net realized gain

  -

(2.57)

(2.51)

(.73)

(.06)

Total distributions

  (.31)

(3.04)

(2.87)

(1.01)

(.21)

Redemption fees added to paid in capital B,F

  -

-

-

-

-

Net asset value, end of period

$ 26.86

$ 21.96

$ 45.41

$ 37.58

$ 30.80

Total Return A

  24.32%

(48.04)%

30.37%

25.89%

19.01%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.01%

1.04%

.93%

1.01%

1.10%

Expenses net of fee waivers, if any

  1.01%

1.04%

.93%

1.01%

1.10%

Expenses net of all reductions

  .99%

1.02%

.91%

.97%

1.07%

Net investment income (loss)

  1.58%

1.53%

1.20%

1.32%

1.02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 30,998,270

$ 28,274,961

$ 59,929,942

$ 43,965,189

$ 29,637,193

Portfolio turnover rate D

  54%

49%

51%

59%

41%

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

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

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

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 K

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 21.98

$ 38.39

Income from Investment Operations

 

 

Net investment income (loss) D

  .42

.16

Net realized and unrealized gain (loss)

  4.85

(16.57)

Total from investment operations

  5.27

(16.41)

Distributions from net investment income

  (.36)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 26.89

$ 21.98

Total Return B,C

  24.64%

(42.75)%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  .77%

.88% A

Expenses net of fee waivers, if any

  .77%

.88% A

Expenses net of all reductions

  .76%

.87% A

Net investment income (loss)

  1.81%

1.45% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 4,713,909

$ 932,275

Portfolio turnover rate F

  54%

49%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 23.29

Income from Investment Operations

 

Net investment income (loss) D

  (.02)

Net realized and unrealized gain (loss)

  3.62

Total from investment operations

  3.60

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 26.89

Total Return B,C

  15.46%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .71% A

Expenses net of fee waivers, if any

  .71% A

Expenses net of all reductions

  .70% A

Net investment income (loss)

  (.19)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 37,155

Portfolio turnover rate F

  54%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares on June 26, 2009. The Fund offers Diversified International, Class K, and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 fees incurred. Certain expense reductions also differ by class. The Fund was closed to most new accounts effective the close of business on October 25, 2004 and reopened after the close of business on March 30, 2009. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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, certain foreign taxes, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 5,918,146,519

Gross unrealized depreciation

(3,405,027,342)

Net unrealized appreciation (depreciation)

$ 2,513,119,177

 

 

Tax Cost

$ 34,075,742,760

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Undistributed ordinary income

$ 412,629,848

Capital loss carryforward

$ (4,558,512,169)

Net unrealized appreciation (depreciation)

$ 2,514,874,070

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 412,836,673

$ 623,834,183

Long-term Capital Gains

-

3,411,186,315

Total

$ 412,836,673

$ 4,035,020,498

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts and forward foreign currency contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Equity Risk

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

Foreign Exchange Risk

Foreign exchange rate risk is the risk that the value of securities denominated in other currencies will fluctuate due to changes in exchange rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and

Annual Report

5. Investments in Derivative Instruments - continued

Futures Contracts - continued

changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Forward Foreign Currency Contracts. The Fund generally uses forward foreign currency contracts to facilitate transactions in foreign-denominated securities and manage the risk associated with fluctuations in foreign currency exchange rates. Forward foreign currency contracts are customized transactions that require the exchange of currency at a specific exchange rate on an agreed upon future date. These contracts are generally used to protect a fund against a decline in the value of existing investments denominated in foreign currency or to shift its investment exposure from one currency to another. Risks of loss may include foreign exchange risk and the failure by the counterparty to perform under the terms of the agreement.

Forward foreign currency contracts are valued daily and fluctuations in exchange rates on open contracts are reflected as unrealized gain (loss) on the Statement of Assets and Liabilities. Realized gain (loss) is recognized on settlement date. Purchases and sales of forward foreign currency contracts having the same settlement date and broker are offset and any realized gain (loss) is recognized on the date of offset. Any unrealized gains (losses) on offsetting contracts that settle after period end are reflected as a Receivable or Payable for closed foreign currency contracts. The net realized and change in unrealized gain (loss) on forward foreign currency contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open forward foreign currency contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain
(Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 2,433,055

$ -

Foreign Exchange Risk

 

 

Forward Foreign Currency Contracts

84,022,416

(49,526,241)

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)

$ 86,455,471

$ (49,526,241)

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $84,022,416 for forward foreign currency contracts and $2,433,055 for futures contracts.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $(49,526,241) for forward foreign currency contracts.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $15,993,356,171 and $15,359,588,559, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .68% of the Fund's average net assets.

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 Diversified International. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Diversified International

$ 78,979,600

.29

Class K

1,752,629

.06

 

$ 80,732,229

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $20,209 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $151,920 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $22,941,366.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Diversified International's operating expenses. During the period, this reimbursement reduced the Fund's expenses by $22,168.

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 $5,115,819 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 $189.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Diversified International

$ 394,538,470

$ 623,834,183

Class K

18,298,203

-

Total

$ 412,836,673

$ 623,834,183

From net realized gain

 

 

Diversified International

$ -

$ 3,411,186,315

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 B,C

2008 A

2009 B,C

2008 A

Diversified International

 

 

 

 

Shares sold

266,412,212

306,179,666

$ 5,884,913,394

$ 10,595,590,795

Conversion to Class K

(113,348,310)

(43,282,557)

(2,310,072,040)

(933,288,874)

Reinvestment of distributions

20,012,374

95,512,855

380,635,740

3,896,924,337

Shares redeemed

(307,025,690)

(390,314,331)

(6,660,643,668)

(13,365,445,996)

Net increase (decrease)

(133,949,414)

(31,904,367)

$ (2,705,166,574)

$ 193,780,262

Class K

 

 

 

 

Shares sold

46,252,428

1,216,070

$ 1,096,724,275

$ 245,180,524

Conversion from Diversified International

113,393,333

43,251,317

2,310,072,040

933,288,874

Reinvestment of distributions

963,570

-

18,298,203

-

Shares redeemed

(27,732,811)

(2,048,185)

(629,090,058)

(50,686,523)

Net increase (decrease)

132,876,520

42,419,202

$ 2,796,004,460

$ 1,127,782,875

Class F

 

 

 

 

Shares sold

1,396,615

-

$ 38,873,992

$ -

Shares redeemed

(14,952)

-

(419,927)

-

Net increase (decrease)

1,381,663

-

$ 38,454,065

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Conversion transactions for Class K and Diversified International are for the period November 1, 2008 to August 31, 2009.

13. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Diversified International Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, 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 periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Diversified International Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member 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 1-800-835-5092.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Diversified International Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity Diversified International (retail class), as well as the fund's relative investment performance for Fidelity Diversified International (retail class) measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the cumulative total returns of Fidelity Diversified International (retail class) of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class K of the fund had less than one year of performance as of December 31, 2008, and the fund did not offer Class F as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of Fidelity Diversified International (retail class) of the fund.

Fidelity Diversified International Fund


fid243

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Diversified International (retail class) of the fund was in the third quartile for the one- and three-year periods and the second quartile for the five-year period. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Diversified International (retail class) through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Diversified International Fund


fid245

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

The Board noted that the total expenses of each class ranked below its competitive median for the period.

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

Annual Report

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

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
FIL Investments (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

DIF-F-ANN-1209
1.891706.100

fid247

Fidelity®
Diversified International
Fund -
Class K

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Class K A

24.64%

4.83%

5.76%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Diversified International, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Diversified International Fund - Class K on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.


fid261

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund: For the year ending October 31, 2009, the fund's Class K shares returned 24.64%, trailing its benchmark, the MSCI EAFE. A combination of unfavorable stock selection in financials and an underweighting in the sector, which performed well during the period, was the biggest detractor from relative results. In addition, stock picks and an underweighting in the capital goods industry dampened returns. Adverse stock and market selection within technology also hurt, with our results heavily influenced by one holding that disappointed - Indonesian software maker Satyam Computer Services. Regionally, weak stock picking and lower-than-benchmark exposure to the strong-performing Australian market and dollar did the most damage. Security selection in Japan weighed on returns as well, but that negative was partially offset by being significantly underweighted in this lagging market. Unfavorable country allocations within Europe also detracted, as did a modest cash position. The biggest individual detractor was an overweighted position in Japanese financial firm ORIX, closely followed by our stake in Satyam. Conversely, stock choices in consumer discretionary - primarily in automobiles/components and retailing - and an underweighting in automobiles/components added the most to relative performance. Underweighted exposure to the weak-performing utilities sector also helped, as did security selection in telecommunication services and energy. On a geographic basis, the fund benefited from its modest out-of-index exposure to Canada and Brazil - markets that fared extremely well, bolstered in part by a weak U.S. dollar - and from some strong-performing U.S. holdings. In terms of specific contributors, largely avoiding German automaker and index constituent Volkswagen paid off nicely, as did an overweighting in Belgium-based Anheuser-Busch InBev. Some stocks mentioned in this report were not held at period end.

Note to shareholders: The fund reopened to new accounts on March 31, 2009.

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

Annual Report

Diversified International

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Diversified International and Class K, and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Diversified International

1.01%

 

 

 

Actual

 

$ 1,000.00

$ 1,280.30

$ 5.81B

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.14C

Class K

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,281.70

$ 4.54B

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02C

Class F

.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.60

$ 2.68B

HypotheticalA

 

$ 1,000.00

$ 1,021.63

$ 3.62C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Diversified International and Class K and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Diversified International

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

United Kingdom

17.4%

 

fid265

Japan

14.5%

 

fid267

United States of America

10.4%

 

fid269

France

9.7%

 

fid271

Switzerland

8.9%

 

fid273

Germany

6.9%

 

fid275

Canada

5.3%

 

fid277

Spain

4.7%

 

fid279

Italy

2.9%

 

fid281

Other

19.3%

 

fid283

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

As of April 30, 2009

fid263

United Kingdom

17.3%

 

fid265

Japan

15.4%

 

fid267

Switzerland

11.3%

 

fid269

United States of America

8.6%

 

fid271

Germany

7.9%

 

fid273

France

7.7%

 

fid275

Canada

6.4%

 

fid277

Spain

4.0%

 

fid279

Italy

2.9%

 

fid281

Other

18.5%

 

fid295

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.3

97.2

Short-Term Investments and Net Other Assets

3.7

2.8

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

2.3

1.3

Telefonica SA (Spain, Diversified Telecommunication Services)

2.1

1.9

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

1.9

1.9

Nestle SA (Reg.) (Switzerland, Food Products)

1.9

2.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.4

1.5

E.ON AG (Germany, Electric Utilities)

1.4

1.6

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.3

1.6

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

1.3

1.4

Sanofi-Aventis (France, Pharmaceuticals)

1.1

0.2

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.2

 

15.8

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.2

16.6

Industrials

9.8

10.8

Energy

9.8

9.5

Consumer Staples

9.3

11.2

Health Care

9.1

10.7

Information Technology

9.3

9.8

Consumer Discretionary

9.1

10.5

Materials

7.2

7.4

Telecommunication Services

7.0

6.7

Utilities

3.5

4.0

Annual Report

Diversified International

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 95.9%

Shares

Value

Australia - 2.0%

AMP Ltd.

9,328,713

$ 49,137,637

BHP Billiton Ltd. sponsored ADR (c)

5,901,000

386,987,580

CSL Ltd.

1,000,000

28,068,376

National Australia Bank Ltd.

1,500,000

39,619,394

Newcrest Mining Ltd.

2,500,000

71,838,011

QBE Insurance Group Ltd.

7,578,885

152,579,248

TOTAL AUSTRALIA

728,230,246

Bailiwick of Jersey - 1.1%

Experian PLC

16,500,000

151,431,422

Informa PLC (d)

33,962,087

163,485,254

WPP PLC

8,000,000

71,719,125

TOTAL BAILIWICK OF JERSEY

386,635,801

Belgium - 1.1%

Anheuser-Busch InBev SA NV

8,258,700

388,959,645

Anheuser-Busch InBev SA NV (strip VVPR) (a)

5,339,200

39,285

TOTAL BELGIUM

388,998,930

Bermuda - 0.3%

Clear Media Ltd. (a)

22,325,000

9,896,263

Huabao International Holdings Ltd.

21,290,000

20,308,104

Seadrill Ltd. (a)(c)

4,000,000

83,547,266

TOTAL BERMUDA

113,751,633

Brazil - 1.3%

Banco Santander (Brasil) SA ADR (a)

7,000,000

83,020,000

BR Malls Participacoes SA (a)

4,500,000

48,265,387

Itau Unibanco Banco Multiplo SA ADR

6,270,000

120,007,800

Petroleo Brasileiro SA - Petrobras sponsored ADR

1,300,000

60,086,000

Vivo Participacoes SA sponsored ADR

5,000,000

121,250,000

Votorantim Celulose e Papel SA sponsored ADR (a)

2,400,000

32,976,000

TOTAL BRAZIL

465,605,187

Canada - 5.3%

Agnico-Eagle Mines Ltd. (Canada)

896,500

47,687,491

Air Canada:

warrants 10/27/12 (a)(e)

3,421,100

521,292

Class A (a)(e)

6,842,200

6,824,192

Barrick Gold Corp.

1,286,600

46,290,748

Canadian Natural Resources Ltd.

2,700,000

175,087,962

Canadian Pacific Railway Ltd.

2,000,000

86,623,263

Cequence Energy Ltd. (a)

2,468

7,977

CGI Group, Inc. Class A (sub. vtg.) (a)

474,500

5,792,945

Crescent Point Energy Corp.

340,000

11,554,694

EnCana Corp.

3,068,000

169,995,844

Flint Energy Services Ltd. (a)

1,000,000

10,850,995

Niko Resources Ltd. (d)

2,525,000

204,266,519

Open Text Corp. (a)

1,000,000

37,308,953

OZ Optics Ltd. unit (a)(g)

102,000

481,440

Painted Pony Petroleum Ltd. (a)(e)

677,100

3,676,731

 

Shares

Value

Painted Pony Petroleum Ltd.
Class A (a)

734,000

$ 3,972,148

PetroBakken Energy Ltd. Class A

4,250,000

122,533,130

Petrobank Energy & Resources Ltd. (a)(c)(d)

5,475,000

239,355,866

Research In Motion Ltd. (a)

1,650,800

96,951,498

Royal Bank of Canada

700,000

35,425,036

Silver Wheaton Corp. (a)

5,000,000

62,797,248

Suncor Energy, Inc.

9,992,000

331,451,854

Toronto-Dominion Bank

600,000

34,176,479

Trican Well Service Ltd. (d)

7,000,000

81,839,590

Ultra Petroleum Corp. (a)

660,200

32,052,710

Westernzagros Resources Ltd. (a)

3,497,100

4,295,279

Yamana Gold, Inc.

2,945,900

31,231,410

TOTAL CANADA

1,883,053,294

Cayman Islands - 0.1%

Belle International Holdings Ltd.

16,510,000

16,669,343

China Dongxiang Group Co. Ltd.

8,480,000

5,181,302

Hengan International Group Co. Ltd.

4,992,000

32,135,276

TOTAL CAYMAN ISLANDS

53,985,921

China - 0.5%

Baidu.com, Inc. sponsored ADR (a)

114,600

43,309,632

China Merchants Bank Co. Ltd.
(H Shares)

38,141,850

97,582,406

Global Bio-Chem Technology Group Co. Ltd.

36,981,600

9,001,587

NetEase.com, Inc. sponsored ADR (a)

548,400

21,179,208

TOTAL CHINA

171,072,833

Czech Republic - 0.0%

Komercni Banka AS

25,000

4,972,797

Denmark - 1.1%

A.P. Moller - Maersk AS Series B

160

1,100,874

Carlsberg AS Series B

1,582,733

111,715,703

Novo Nordisk AS Series B

4,042,300

251,754,616

William Demant Holding AS (a)

567,348

40,550,497

TOTAL DENMARK

405,121,690

Finland - 0.1%

Nokian Tyres PLC

1,778,000

38,042,687

France - 9.7%

Accor SA

478,682

23,016,417

Alcatel-Lucent SA sponsored ADR (a)

14,000,000

51,660,000

Alstom SA

672,859

46,858,643

Atos Origin SA (a)

1,003,169

47,150,254

AXA SA

85,138

2,117,254

AXA SA sponsored ADR

9,711,800

240,852,640

BNP Paribas SA (c)

4,273,515

323,553,152

Bouygues SA

2,227,761

105,396,114

Cap Gemini SA (c)

5,037,700

234,332,119

CNP Assurances

400,000

38,713,537

Credit Agricole SA

3,210,944

61,921,972

Danone

2,639,828

159,095,386

Common Stocks - continued

Shares

Value

France - continued

Dassault Aviation SA

36,265

$ 27,136,489

Essilor International SA

2,100,000

117,893,228

Financiere Marc de Lacharriere SA (Fimalac) (c)

900,000

47,009,401

GDF Suez

2,124,314

89,107,607

Iliad Group SA

325,000

35,247,301

L'Oreal SA

1,100,000

112,775,177

LVMH Moet Hennessy - Louis Vuitton

800,000

83,172,006

Neopost SA

600,000

52,640,287

Pernod Ricard SA (c)

2,372,905

198,302,068

PPR SA

2,000,000

218,848,916

Renault SA (a)

15,900

715,968

Sanofi-Aventis

5,439,362

398,689,994

Schneider Electric SA

1,943,517

203,087,353

Societe Generale Series A

2,910,780

194,378,800

Technip SA

1,150,000

72,480,460

Total SA Series B

2,200,000

131,639,756

Unibail-Rodamco

274,439

60,961,265

Vallourec SA

529,190

83,869,172

TOTAL FRANCE

3,462,622,736

Germany - 6.8%

Aixtron AG

2,051,600

61,497,682

Allianz AG sponsored ADR

14,738,700

167,284,245

BASF AG

1,801,474

96,760,006

Bayer AG

18,110

1,258,669

Bayerische Motoren Werke AG (BMW)

2,315,230

113,435,290

Beiersdorf AG

29,000

1,788,080

Daimler AG (Reg.)

1,936,056

93,375,983

Deutsche Boerse AG

3,503,226

284,153,093

E.ON AG

13,259,440

509,066,226

Fresenius Medical Care AG & Co. KGaA

2,204,700

106,900,551

Fresenius SE

2,700,000

134,532,044

GEA Group AG

4,500,000

84,959,939

GFK AG

1,600,000

50,668,410

HeidelbergCement AG

275,400

16,506,438

Linde AG

1,436,129

150,871,031

Metro AG

881,300

48,970,076

Munich Re Group (Reg.)

943,740

149,486,191

RWE AG

808,900

71,063,107

SAP AG

500,000

22,635,000

Siemens AG:

(Reg.)

26,550

2,390,031

sponsored ADR

3,090,000

278,161,800

TOTAL GERMANY

2,445,763,892

Greece - 0.2%

Alpha Bank AE (a)

986,100

19,285,059

 

Shares

Value

Hellenic Telecommunications Organization SA

2,104,477

$ 35,613,696

Piraeus Bank SA

1,905,100

33,220,881

TOTAL GREECE

88,119,636

Hong Kong - 1.0%

China Unicom (Hong Kong) Ltd. sponsored ADR

7,982,500

100,978,625

Hong Kong Exchange & Clearing Ltd.

4,000,000

70,412,242

Hutchison Whampoa Ltd.

10,000,000

70,190,671

Li & Fung Ltd.

5,000,000

20,795,326

Swire Pacific Ltd. (A Shares)

5,007,500

61,025,338

Wharf Holdings Ltd.

7,226,000

39,043,926

TOTAL HONG KONG

362,446,128

India - 1.2%

HDFC Bank Ltd.

800,000

27,267,683

Indiabulls Financial Services Ltd.

1,039,597

3,699,678

Indiabulls Real Estate Ltd. (a)

1,710,239

8,954,011

Infosys Technologies Ltd.

2,807,942

130,513,383

Reliance Industries Ltd.

840,000

34,013,504

State Bank of India

3,327,536

153,665,639

Tata Steel Ltd.

6,648,141

65,762,699

TOTAL INDIA

423,876,597

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR

269,200

7,133,800

PT Perusahaan Gas Negara Tbk
Series B

130,000,000

48,370,887

TOTAL INDONESIA

55,504,687

Ireland - 1.1%

Covidien PLC

2,250,000

94,770,000

CRH PLC

5,936,269

145,096,932

Ryanair Holdings PLC sponsored ADR (a)

5,603,300

152,801,991

TOTAL IRELAND

392,668,923

Israel - 0.3%

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,000,000

100,960,000

Italy - 2.6%

ENI SpA sponsored ADR

3,700,000

183,446,000

Fiat SpA (a)

19,699,100

294,520,220

Intesa Sanpaolo SpA

43,666,955

184,742,060

Telecom Italia SpA sponsored ADR

6,000,000

95,160,000

UniCredit SpA

46,687,257

157,329,030

Unione di Banche Italiane SCPA

1,200,000

17,190,647

TOTAL ITALY

932,387,957

Japan - 14.5%

Canon, Inc. sponsored ADR

4,743,300

178,632,678

Daiichi Sankyo Kabushiki Kaisha

2,093,600

40,902,356

Denso Corp.

7,000,000

191,273,354

East Japan Railway Co.

1,650,000

105,669,902

Eisai Co. Ltd.

1,850,000

65,697,690

Common Stocks - continued

Shares

Value

Japan - continued

Fanuc Ltd.

1,700,000

$ 141,211,875

Fast Retailing Co. Ltd.

555,000

91,354,413

Honda Motor Co. Ltd.

5,000,000

154,441,996

Hoya Corp.

1,999,500

44,005,987

Ibiden Co. Ltd.

1,000,000

35,804,504

Japan Tobacco, Inc.

29,838

83,715,311

JSR Corp.

4,543,500

88,618,588

Jupiter Telecommunications Co.

20,000

18,281,754

Keyence Corp.

880,000

174,711,345

Kubota Corp.

1,500,000

11,656,813

Kyocera Corp.

1,020,700

85,625,427

Mazda Motor Corp.

8,955,000

20,211,329

Mitsubishi Corp.

7,615,700

161,464,492

Mitsubishi UFJ Financial Group, Inc.

68,342,000

364,037,297

Mitsui & Co. Ltd.

13,450,000

176,647,987

Murata Manufacturing Co. Ltd.

1,459,400

71,210,445

NGK Insulators Ltd.

4,111,000

92,214,721

Nikon Corp.

4,300,000

80,146,324

Nintendo Co. Ltd.

360,000

90,301,892

Nippon Telegraph & Telephone Corp.

1,600,000

66,023,473

Nitto Denko Corp.

2,000,000

60,402,968

Nomura Holdings, Inc.

29,395,400

207,196,885

NSK Ltd.

5,000,000

29,050,429

Omron Corp.

4,001,300

67,380,820

ORIX Corp.

2,740,000

176,999,656

Promise Co. Ltd. (c)

1,500,000

9,535,159

Rakuten, Inc.

170,000

116,431,200

Ricoh Co. Ltd.

5,500,000

74,750,463

ROHM Co. Ltd.

1,239,100

82,177,884

Sankyo Co. Ltd. (Gunma)

1,100,000

62,835,377

Seven & i Holdings Co., Ltd.

3,778,600

82,726,662

Shin-Etsu Chemical Co., Ltd.

1,688,200

89,532,410

Softbank Corp.

1,666,400

39,268,991

Sony Financial Holdings, Inc.

32,710

93,870,622

Sumco Corp.

3,964,900

75,667,832

Sumitomo Corp.

6,500,000

63,103,629

Sumitomo Metal Industries Ltd.

15,000,000

38,323,956

Sumitomo Mitsui Financial Group,
Inc.

6,764,200

229,928,752

THK Co. Ltd.

5,000,000

86,403,869

Tokai Carbon Co. Ltd.

6,000,000

28,962,542

Tokyo Electron Ltd.

2,150,000

120,958,018

Toshiba Corp.

26,056,000

148,927,315

Toyota Motor Corp. sponsored ADR

5,970,100

470,981,189

Yahoo! Japan Corp. (c)

299,774

91,889,145

TOTAL JAPAN

5,181,167,726

Korea (South) - 1.6%

Amorepacific Corp.

139,531

95,939,650

LG Household & Health Care Ltd.

200,000

41,386,090

Lotte Shopping Co. Ltd.

71,612

20,151,312

 

Shares

Value

NHN Corp. (a)

1,000,000

$ 146,949,287

Samsung Electronics Co. Ltd.

470,100

281,837,739

TOTAL KOREA (SOUTH)

586,264,078

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares)
Class A (c)

2,250,000

76,545,000

SES SA FDR (France) unit

5,630,000

122,242,615

TOTAL LUXEMBOURG

198,787,615

Mexico - 0.4%

America Movil SAB de CV Series L sponsored ADR

2,013,600

88,860,168

Cemex SA de CV sponsored ADR

5,750,000

59,685,000

TOTAL MEXICO

148,545,168

Netherlands - 1.6%

Akzo Nobel NV

755,800

44,799,315

Gemalto NV (a)

1,700,000

71,759,400

ING Groep NV (Certificaten Van Aandelen) unit (a)

85,500

1,112,591

Koninklijke KPN NV

10,137,900

184,242,570

Koninklijke Philips Electronics NV

90,000

2,260,722

Koninklijke Philips Electronics NV
(NY Shares)

2,934,500

73,626,605

QIAGEN NV (a)

2,041,000

42,514,030

Randstad Holdings NV (a)

2,180,046

83,088,409

Royal DSM NV

1,358,700

59,661,946

Unilever NV (Certificaten Van Aandelen) unit

50,000

1,545,495

TOTAL NETHERLANDS

564,611,083

Netherlands Antilles - 0.5%

Schlumberger Ltd.

2,890,200

179,770,440

Norway - 0.7%

DnB NOR ASA (a)(c)

5,627,000

64,808,622

Pronova BioPharma ASA (a)(d)

15,500,000

48,182,882

StatoilHydro ASA

122,000

2,895,479

Telenor ASA (a)

9,410,000

121,854,578

TOTAL NORWAY

237,741,561

Papua New Guinea - 0.5%

Lihir Gold Ltd.

60,000,000

164,055,454

South Africa - 0.8%

Aspen Pharmacare Holdings Ltd.

146,200

1,238,840

Impala Platinum Holdings Ltd.

7,000,000

156,172,800

MTN Group Ltd.

8,644,800

130,017,792

TOTAL SOUTH AFRICA

287,429,432

Spain - 4.7%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (c)

3,141,935

55,926,443

Banco Santander SA

152,000

2,445,859

Banco Santander SA:

rights 11/2/09 (a)

152,000

26,841

Common Stocks - continued

Shares

Value

Spain - continued

Banco Santander SA: - continued

sponsored ADR (c)

18,250,000

$ 293,095,000

Enagas SA

5,000,649

103,169,045

Grupo Acciona SA

290,000

35,462,883

Grupo Ferrovial SA

2,300,000

95,647,807

Iberdrola SA (c)

14,570,200

132,504,007

Inditex SA

1,755,565

103,336,067

Red Electrica Corporacion SA

1,700,000

88,082,568

Telefonica SA

27,590,200

770,445,795

TOTAL SPAIN

1,680,142,315

Sweden - 0.4%

H&M Hennes & Mauritz AB (B Shares)

1,880,995

106,836,881

Telefonaktiebolaget LM Ericsson
(B Shares) sponsored ADR (c)

4,700,000

48,880,000

TOTAL SWEDEN

155,716,881

Switzerland - 8.9%

Actelion Ltd. (Reg.) (a)

3,043,726

168,041,203

Alcon, Inc.

725,000

103,522,750

ARYZTA AG

2,000,000

78,744,762

Bank Sarasin & Co. Ltd. Series B (Reg.)

48,400

1,931,566

Credit Suisse Group (Reg.)

1,500,000

80,170,138

Kuehne & Nagel International AG

1,400,000

127,161,095

Lonza Group AG

125,817

9,803,205

Nestle SA (Reg.)

14,222,360

662,813,815

Nobel Biocare Holding AG (Switzerland)

2,350,000

66,874,574

Roche Holding AG (participation certificate)

3,203,717

514,230,767

Schindler Holding AG (Reg.)

1,300,000

90,078,940

SGS Societe Generale de Surveillance Holding SA (Reg.)

82,550

110,619,092

Sonova Holding AG

2,100,000

216,528,604

Sulzer AG (Reg.)

885,300

69,195,069

Swiss Reinsurance Co. (Reg.)

1,330,645

54,491,475

Tecan Group AG (d)

1,100,000

67,537,277

Transocean Ltd. (a)

1,663,800

139,609,458

UBS AG:

(For. Reg.) (a)

4,272,205

71,224,035

(NY Shares) (a)

11,800,000

195,762,000

Zurich Financial Services AG (Reg.)

1,495,271

343,762,235

TOTAL SWITZERLAND

3,172,102,060

Taiwan - 0.6%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

34,500,000

134,625,561

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

8,039,998

76,701,581

TOTAL TAIWAN

211,327,142

 

Shares

Value

United Kingdom - 17.4%

Anglo American PLC (United Kingdom) (a)

1,141,328

$ 41,505,385

AstraZeneca PLC (United Kingdom)

1,200,000

53,887,808

Barclays PLC

63,622,287

333,560,418

Barratt Developments PLC (a)

4,100,000

9,094,094

Bellway PLC

2,450,000

29,403,817

BG Group PLC

10,000,900

173,225,488

BHP Billiton PLC

4,000,000

107,931,931

Bovis Homes Group PLC (d)

7,250,000

49,028,663

BP PLC sponsored ADR

4,200,000

237,804,000

British American Tobacco PLC:

(United Kingdom)

47,200

1,504,577

sponsored ADR

2,508,000

161,088,840

British Land Co. PLC

11,588,678

89,842,148

Capita Group PLC

20,500,451

256,807,795

Carphone Warehouse Group PLC

20,856,732

63,040,594

Centrica PLC

424,000

1,728,474

easyJet PLC (a)(d)

28,500,000

168,495,470

GlaxoSmithKline PLC sponsored ADR

250,000

10,290,000

HSBC Holdings PLC:

(United Kingdom) (Reg.)

475,223

5,253,019

sponsored ADR (c)

14,844,300

822,225,778

Imperial Tobacco Group PLC

5,676,100

167,742,377

Inchcape PLC (a)

121,790,000

58,686,740

International Power PLC

14,835,892

61,868,221

ITV PLC

20,883,300

14,657,351

Johnson Matthey PLC

1,000,000

23,182,216

Man Group PLC

36,357,500

185,044,404

Misys PLC

15,000,355

51,003,724

National Grid PLC

6,319,500

62,926,528

Next PLC

2,500,000

73,675,775

Pearson PLC

7,000,000

95,675,894

Persimmon PLC

4,200,000

27,816,689

Prudential PLC

17,440,819

159,350,082

QinetiQ Group PLC

8,630,000

23,265,061

Reckitt Benckiser Group PLC

9,000,000

448,457,668

Rio Tinto PLC:

(Reg.)

1,147,952

50,767,722

sponsored ADR (c)

1,000,000

178,030,000

Royal Dutch Shell PLC:

Class A (United Kingdom)

164,500

4,880,275

Class A sponsored ADR

4,049,200

240,562,972

Class B ADR

6,008,200

349,436,912

Segro PLC

6,947,400

40,264,032

Standard Chartered PLC (United Kingdom)

11,355,070

279,734,521

Tesco PLC

34,885,147

233,307,407

Vodafone Group PLC

680,000

1,499,105

Vodafone Group PLC sponsored ADR

30,159,000

669,228,210

Common Stocks - continued

Shares

Value

United Kingdom - continued

Wolseley PLC (a)

2,000,000

$ 40,650,968

Xstrata PLC

4,953,166

71,765,852

TOTAL UNITED KINGDOM

6,229,199,005

United States of America - 6.7%

Allergan, Inc.

2,960,500

166,528,125

AMETEK, Inc.

900,000

31,401,000

C. R. Bard, Inc.

900,000

67,563,000

CME Group, Inc.

307,000

92,901,270

Coach, Inc.

2,072,900

68,343,513

Cummins, Inc.

1,100,000

47,366,000

CVS Caremark Corp.

1,452,300

51,266,190

Danaher Corp.

450,000

30,703,500

ENSCO International, Inc.

2,402,400

110,005,896

Express Scripts, Inc. (a)

1,500,000

119,880,000

Goldman Sachs Group, Inc.

640,000

108,908,800

Google, Inc. Class A (a)

306,800

164,481,616

Henry Schein, Inc. (a)

800,000

42,264,000

JPMorgan Chase & Co.

4,190,900

175,053,893

Medco Health Solutions, Inc. (a)

1,350,000

75,762,000

Microsoft Corp.

1,448,000

40,153,040

Morgan Stanley

5,220,500

167,682,460

Newmont Mining Corp.

1,000,000

43,460,000

Pfizer, Inc.

7,111,500

121,108,845

Philip Morris International, Inc.

4,000,000

189,440,000

PNC Financial Services Group, Inc.

2,061,100

100,870,234

Pride International, Inc. (a)

1,038,000

30,683,280

Range Resources Corp.

707,200

35,395,360

State Street Corp.

700,000

29,386,000

Synthes, Inc.

300,000

35,669,038

Visa, Inc. Class A

1,800,000

136,368,000

Wells Fargo & Co.

4,044,780

111,312,346

TOTAL UNITED STATES OF AMERICA

2,393,957,406

TOTAL COMMON STOCKS

(Cost $31,642,660,004)

34,294,638,941

Nonconvertible Preferred Stocks - 0.4%

 

 

 

 

Germany - 0.1%

Bayerische Motoren Werke AG (BMW) (non-vtg.)

792,000

26,094,820

Italy - 0.3%

Fiat SpA (a)

4,930,600

43,969,084

Intesa Sanpaolo SpA

22,000,000

72,032,373

TOTAL ITALY

116,001,457

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $150,344,568)

142,096,277

Money Market Funds - 6.0%

Shares

Value

Fidelity Cash Central Fund, 0.20% (f)

1,182,345,265

$ 1,182,345,265

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(f)

969,781,454

969,781,454

TOTAL MONEY MARKET FUNDS

(Cost $2,152,126,719)

2,152,126,719

TOTAL INVESTMENT PORTFOLIO - 102.3%

(Cost $33,945,131,291)

36,588,861,937

NET OTHER ASSETS - (2.3)%

(839,528,804)

NET ASSETS - 100%

$ 35,749,333,133

Legend

(a) Non-income producing

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

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

(d) Affiliated company

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,022,215 or 0.0% of net assets.

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

(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 $481,440 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 8,769,282

Fidelity Securities Lending Cash Central Fund

22,941,366

Total

$ 31,710,648

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Bovis Homes Group PLC

$ 36,892,190

$ 2,746,800

$ -

$ -

$ 49,028,663

easyJet PLC

149,638,996

4,142,767

10,393,440

-

168,495,470

European Capital Ltd.

13,349,451

-

-

-

-

Flint Energy Services Ltd.

20,173,329

-

11,966,493

-

-

Informa PLC

91,463,882

25,683,318

16,413,166

3,631,670

163,485,254

Niko Resources Ltd.

194,858,186

-

110,125,793

301,830

204,266,519

Petrobank Energy & Resources Ltd.

89,650,025

13,088,112

-

-

239,355,866

Pronova BioPharma ASA

33,771,424

6,967,044

-

-

48,182,882

Tecan Group AG

49,374,624

-

-

730,945

67,537,277

Trican Well Service Ltd.

69,582,435

-

3,233,004

515,522

81,839,590

Total

$ 748,754,542

$ 52,628,041

$ 152,131,896

$ 5,179,967

$ 1,022,191,521

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,229,199,005

$ 5,782,726,356

$ 446,472,649

$ -

Japan

5,181,167,726

649,613,867

4,531,553,859

-

France

3,462,622,736

2,930,175,732

532,447,004

-

Switzerland

3,172,102,060

3,020,707,887

151,394,173

-

Germany

2,471,858,712

2,353,457,698

118,401,014

-

United States of America

2,393,957,406

2,393,957,406

-

-

Canada

1,883,053,294

1,878,895,123

3,676,731

481,440

Spain

1,680,142,315

907,250,661

772,891,654

-

Italy

1,048,389,414

1,048,389,414

-

-

Other

6,914,242,550

4,581,636,204

2,332,606,346

-

Money Market Funds

2,152,126,719

2,152,126,719

-

-

Total Investments in Securities

$ 36,588,861,937

$ 27,698,937,067

$ 8,889,443,430

$ 481,440

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

Investments in Securities:

Beginning Balance

$ 16,942,832

Total Realized Gain (Loss)

(72,993,522)

Total Unrealized Gain (Loss)

71,016,258

Cost of Purchases

-

Proceeds of Sales

(14,484,128)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 481,440

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ (750,210)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $4,558,512,169 of which $956,598,602 and $3,601,913,567 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Diversified International

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $906,642,612) - See accompanying schedule:

Unaffiliated issuers (cost $30,542,223,032)

$ 33,414,543,697

 

Fidelity Central Funds (cost $2,152,126,719)

2,152,126,719

 

Other affiliated issuers (cost $1,250,781,540)

1,022,191,521

 

Total Investments (cost $33,945,131,291)

 

$ 36,588,861,937

Foreign currency held at value (cost $17,135,662)

17,145,822

Receivable for investments sold

211,251,485

Receivable for fund shares sold

42,999,627

Dividends receivable

67,616,236

Distributions receivable from Fidelity Central Funds

405,896

Prepaid expenses

211,794

Other receivables

2,926,641

Total assets

36,931,419,438

 

 

 

Liabilities

Payable for investments purchased

$ 149,347,827

Payable for fund shares redeemed

31,655,895

Accrued management fee

21,905,687

Other affiliated payables

7,255,292

Other payables and accrued expenses

2,140,150

Collateral on securities loaned, at value

969,781,454

Total liabilities

1,182,086,305

 

 

 

Net Assets

$ 35,749,333,133

Net Assets consist of:

 

Paid in capital

$ 37,380,881,387

Undistributed net investment income

412,089,844

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

(4,689,123,637)

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

2,645,485,539

Net Assets

$ 35,749,333,133

Diversified International:
Net Asset Value
, offering price and redemption price per share ($30,998,269,612 ÷ 1,153,864,659 shares)

$ 26.86

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($4,713,908,891 ÷ 175,295,722 shares)

$ 26.89

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($37,154,630 ÷ 1,381,663 shares)

$ 26.89

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends (including $5,179,967 earned from other affiliated issuers)

 

$ 804,693,798

Interest

 

60,192

Income from Fidelity Central Funds

 

31,710,648

 

 

836,464,638

Less foreign taxes withheld

 

(72,641,533)

Total income

 

763,823,105

 

 

 

Expenses

Management fee
Basic fee

$ 211,525,849

Performance adjustment

(8,758,758)

Transfer agent fees

80,732,229

Accounting and security lending fees

2,628,761

Custodian fees and expenses

5,083,608

Independent trustees' compensation

212,867

Depreciation in deferred trustee compensation account

(118)

Registration fees

359,372

Audit

222,940

Legal

188,969

Miscellaneous

668,301

Total expenses before reductions

292,864,020

Expense reductions

(5,138,176)

287,725,844

Net investment income (loss)

476,097,261

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(3,404,738,398)

Other affiliated issuers

(45,816,278)

 

Foreign currency transactions

57,559,792

Futures contracts

2,433,055

Total net realized gain (loss)

 

(3,390,561,829)

Change in net unrealized appreciation (depreciation) on:

Investment securities

9,785,458,028

Assets and liabilities in foreign currencies

(46,450,045)

Total change in net unrealized appreciation (depreciation)

 

9,739,007,983

Net gain (loss)

6,348,446,154

Net increase (decrease) in net assets resulting from operations

$ 6,824,543,415

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 476,097,261

$ 752,597,206

Net realized gain (loss)

(3,390,561,829)

(1,222,596,476)

Change in net unrealized appreciation (depreciation)

9,739,007,983

(27,541,183,667)

Net increase (decrease) in net assets resulting from operations

6,824,543,415

(28,011,182,937)

Distributions to shareholders from net investment income

(412,836,673)

(623,834,183)

Distributions to shareholders from net realized gain

-

(3,411,186,315)

Total distributions

(412,836,673)

(4,035,020,498)

Share transactions - net increase (decrease)

129,291,951

1,321,563,137

Redemption fees

1,098,454

1,934,056

Total increase (decrease) in net assets

6,542,097,147

(30,722,706,242)

 

 

 

Net Assets

Beginning of period

29,207,235,986

59,929,942,228

End of period (including undistributed net investment income of $412,089,844 and undistributed net investment income of $552,385,607, respectively)

$ 35,749,333,133

$ 29,207,235,986

Financial Highlights - Diversified International

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 21.96

$ 45.41

$ 37.58

$ 30.80

$ 26.08

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .35

.55

.47

.46

.30

Net realized and unrealized gain (loss)

  4.86

(20.96)

10.23

7.33

4.63

Total from investment operations

  5.21

(20.41)

10.70

7.79

4.93

Distributions from net investment income

  (.31)

(.47)

(.36)

(.28)

(.15)

Distributions from net realized gain

  -

(2.57)

(2.51)

(.73)

(.06)

Total distributions

  (.31)

(3.04)

(2.87)

(1.01)

(.21)

Redemption fees added to paid in capital B,F

  -

-

-

-

-

Net asset value, end of period

$ 26.86

$ 21.96

$ 45.41

$ 37.58

$ 30.80

Total Return A

  24.32%

(48.04)%

30.37%

25.89%

19.01%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.01%

1.04%

.93%

1.01%

1.10%

Expenses net of fee waivers, if any

  1.01%

1.04%

.93%

1.01%

1.10%

Expenses net of all reductions

  .99%

1.02%

.91%

.97%

1.07%

Net investment income (loss)

  1.58%

1.53%

1.20%

1.32%

1.02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 30,998,270

$ 28,274,961

$ 59,929,942

$ 43,965,189

$ 29,637,193

Portfolio turnover rate D

  54%

49%

51%

59%

41%

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

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

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

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 K

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 21.98

$ 38.39

Income from Investment Operations

 

 

Net investment income (loss) D

  .42

.16

Net realized and unrealized gain (loss)

  4.85

(16.57)

Total from investment operations

  5.27

(16.41)

Distributions from net investment income

  (.36)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 26.89

$ 21.98

Total Return B,C

  24.64%

(42.75)%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  .77%

.88% A

Expenses net of fee waivers, if any

  .77%

.88% A

Expenses net of all reductions

  .76%

.87% A

Net investment income (loss)

  1.81%

1.45% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 4,713,909

$ 932,275

Portfolio turnover rate F

  54%

49%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 23.29

Income from Investment Operations

 

Net investment income (loss) D

  (.02)

Net realized and unrealized gain (loss)

  3.62

Total from investment operations

  3.60

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 26.89

Total Return B,C

  15.46%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .71% A

Expenses net of fee waivers, if any

  .71% A

Expenses net of all reductions

  .70% A

Net investment income (loss)

  (.19)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 37,155

Portfolio turnover rate F

  54%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares on June 26, 2009. The Fund offers Diversified International, Class K, and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 fees incurred. Certain expense reductions also differ by class. The Fund was closed to most new accounts effective the close of business on October 25, 2004 and reopened after the close of business on March 30, 2009. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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, certain foreign taxes, passive foreign investment companies (PFIC), partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 5,918,146,519

Gross unrealized depreciation

(3,405,027,342)

Net unrealized appreciation (depreciation)

$ 2,513,119,177

 

 

Tax Cost

$ 34,075,742,760

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Undistributed ordinary income

$ 412,629,848

Capital loss carryforward

$ (4,558,512,169)

Net unrealized appreciation (depreciation)

$ 2,514,874,070

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 412,836,673

$ 623,834,183

Long-term Capital Gains

-

3,411,186,315

Total

$ 412,836,673

$ 4,035,020,498

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts and forward foreign currency contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Equity Risk

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

Foreign Exchange Risk

Foreign exchange rate risk is the risk that the value of securities denominated in other currencies will fluctuate due to changes in exchange rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and

Annual Report

5. Investments in Derivative Instruments - continued

Futures Contracts - continued

changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Forward Foreign Currency Contracts. The Fund generally uses forward foreign currency contracts to facilitate transactions in foreign-denominated securities and manage the risk associated with fluctuations in foreign currency exchange rates. Forward foreign currency contracts are customized transactions that require the exchange of currency at a specific exchange rate on an agreed upon future date. These contracts are generally used to protect a fund against a decline in the value of existing investments denominated in foreign currency or to shift its investment exposure from one currency to another. Risks of loss may include foreign exchange risk and the failure by the counterparty to perform under the terms of the agreement.

Forward foreign currency contracts are valued daily and fluctuations in exchange rates on open contracts are reflected as unrealized gain (loss) on the Statement of Assets and Liabilities. Realized gain (loss) is recognized on settlement date. Purchases and sales of forward foreign currency contracts having the same settlement date and broker are offset and any realized gain (loss) is recognized on the date of offset. Any unrealized gains (losses) on offsetting contracts that settle after period end are reflected as a Receivable or Payable for closed foreign currency contracts. The net realized and change in unrealized gain (loss) on forward foreign currency contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open forward foreign currency contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain
(Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 2,433,055

$ -

Foreign Exchange Risk

 

 

Forward Foreign Currency Contracts

84,022,416

(49,526,241)

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)

$ 86,455,471

$ (49,526,241)

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $84,022,416 for forward foreign currency contracts and $2,433,055 for futures contracts.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $(49,526,241) for forward foreign currency contracts.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $15,993,356,171 and $15,359,588,559, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .68% of the Fund's average net assets.

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 Diversified International. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Diversified International

$ 78,979,600

.29

Class K

1,752,629

.06

 

$ 80,732,229

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $20,209 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $151,920 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $22,941,366.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Diversified International's operating expenses. During the period, this reimbursement reduced the Fund's expenses by $22,168.

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 $5,115,819 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 $189.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Diversified International

$ 394,538,470

$ 623,834,183

Class K

18,298,203

-

Total

$ 412,836,673

$ 623,834,183

From net realized gain

 

 

Diversified International

$ -

$ 3,411,186,315

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 B,C

2008 A

2009 B,C

2008 A

Diversified International

 

 

 

 

Shares sold

266,412,212

306,179,666

$ 5,884,913,394

$ 10,595,590,795

Conversion to Class K

(113,348,310)

(43,282,557)

(2,310,072,040)

(933,288,874)

Reinvestment of distributions

20,012,374

95,512,855

380,635,740

3,896,924,337

Shares redeemed

(307,025,690)

(390,314,331)

(6,660,643,668)

(13,365,445,996)

Net increase (decrease)

(133,949,414)

(31,904,367)

$ (2,705,166,574)

$ 193,780,262

Class K

 

 

 

 

Shares sold

46,252,428

1,216,070

$ 1,096,724,275

$ 245,180,524

Conversion from Diversified International

113,393,333

43,251,317

2,310,072,040

933,288,874

Reinvestment of distributions

963,570

-

18,298,203

-

Shares redeemed

(27,732,811)

(2,048,185)

(629,090,058)

(50,686,523)

Net increase (decrease)

132,876,520

42,419,202

$ 2,796,004,460

$ 1,127,782,875

Class F

 

 

 

 

Shares sold

1,396,615

-

$ 38,873,992

$ -

Shares redeemed

(14,952)

-

(419,927)

-

Net increase (decrease)

1,381,663

-

$ 38,454,065

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Conversion transactions for Class K and Diversified International are for the period November 1, 2008 to August 31, 2009.

13. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Diversified International Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, 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 periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Diversified International Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member 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 1-800-835-5092.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

K Class designates 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for the 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

K Class

12/08/08

$ .402

$ .0444

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Diversified International Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity Diversified International (retail class), as well as the fund's relative investment performance for Fidelity Diversified International (retail class) measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the cumulative total returns of Fidelity Diversified International (retail class) of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class K of the fund had less than one year of performance as of December 31, 2008, and the fund did not offer Class F as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of Fidelity Diversified International (retail class) of the fund.

Fidelity Diversified International Fund


fid297

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Diversified International (retail class) of the fund was in the third quartile for the one- and three-year periods and the second quartile for the five-year period. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Diversified International (retail class) through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Diversified International Fund


fid299

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

The Board noted that the total expenses of each class ranked below its competitive median for the period.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
FIL Investments (Japan) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

DIF-K-UANN-1209
1.863004.101

fid247

Fidelity®
Overseas
Fund -

Class F

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Class F A

20.52%

4.20%

1.36%

A The initial offering of Class F shares took place on June 26, 2009. Returns prior to June 26, 2009 are those of Overseas, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Overseas Fund - Class F, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Class F took place on June 26, 2009. See above for additional information regarding the performance of Class F.


fid314

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund: The fund's Class F shares trailed the return of the MSCI EAFE index for the year. (For specific class-level results, please refer to the performance section of this annual report.) The underperformance fell primarily within the financials sector, where security selection in the banks and diversified financials groups hurt the most. Fifteen of the fund's 20 biggest individual detractors were within financials, due to both stock selection and untimely ownership. For example, I trimmed Barclays of the United Kingdom at or near bottom and owned other stocks that missed the massive rally in financials stocks after March. I was overweighted in lagging Japanese firms such as Nomura Holdings and Promise, and underweighted in Australian banks, which rallied after March. Other detractors included a large out-of-index position in China Unicom, which reflected the country's lagging telecommunications sector. Conversely, stock selection in consumer staples helped. Individual contributors included a large overweighted position in Anheuser-Busch InBev, which underwent a merger between the Belgian-based brewer and the U.S. maker of Budweiser beer. Elsewhere, investments in emerging-markets mobile phone companies, such as PT Indosat in Indonesia and Vivo Partipacoes in Brazil - two out-of-index picks - also aided results. Some of the stocks I've mentioned were sold by period end.

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

Annual Report

Overseas

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Overseas and Class K, and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Overseas

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,255.40

$ 5.80 B

HypotheticalA

 

$ 1,000.00

$ 1,020.06

$ 5.19 C

Class K

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,256.70

$ 4.49 B

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02 C

Class F

.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,132.60

$ 2.54 B

HypotheticalA

 

$ 1,000.00

$ 1,021.78

$ 3.47 C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Overseas and Class K, and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Overseas

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Japan

20.2%

 

fid265

United Kingdom

20.2%

 

fid267

France

15.0%

 

fid269

Germany

10.7%

 

fid271

United States of America

5.4%

 

fid273

Spain

4.5%

 

fid275

Italy

4.3%

 

fid277

Switzerland

4.0%

 

fid279

Hong Kong

2.4%

 

fid281

Other

13.3%

 

fid326

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

As of April 30, 2009

fid263

United Kingdom

23.2%

 

fid265

Japan

15.0%

 

fid267

France

14.3%

 

fid269

Germany

9.7%

 

fid271

United States of America

6.4%

 

fid273

Switzerland

6.3%

 

fid275

Belgium

5.5%

 

fid277

Hong Kong

4.2%

 

fid279

Spain

3.9%

 

fid281

Other

11.5%

 

fid338

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.9

95.6

Short-Term Investments and Net Other Assets

2.1

4.4

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Pernod Ricard SA (France, Beverages)

4.0

2.9

Royal Dutch Shell PLC Class B ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.1

1.9

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

1.9

2.0

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.8

1.4

Danone (France, Food Products)

1.7

0.0

Bulgari SpA (Italy, Textiles, Apparel & Luxury Goods)

1.6

0.0

China Unicom (Hong Kong) Ltd. sponsored ADR (Hong Kong, Diversified Telecommunication Services)

1.6

3.3

HeidelbergCement AG (Germany, Construction Materials)

1.5

0.0

Total SA Series B (France, Oil, Gas & Consumable Fuels)

1.5

1.0

Ricoh Co. Ltd. (Japan, Office Electronics)

1.5

0.9

 

20.2

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.6

19.2

Consumer Discretionary

11.2

10.1

Energy

10.5

7.6

Materials

10.2

8.7

Consumer Staples

9.9

16.1

Telecommunication Services

8.8

10.5

Industrials

7.9

6.6

Health Care

6.5

8.5

Information Technology

6.0

4.9

Utilities

4.3

3.4

Annual Report

Overseas

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.9%

Shares

Value

Australia - 2.0%

Macquarie Group Ltd.

475,663

$ 20,825,143

National Australia Bank Ltd.

1,888,338

49,876,538

Qantas Airways Ltd.

10,974,903

27,280,023

Westfield Group unit

4,096,322

44,365,083

TOTAL AUSTRALIA

142,346,787

Austria - 0.5%

Wienerberger AG (a)

1,763,720

31,975,355

Bailiwick of Jersey - 1.1%

Shire PLC

2,112,658

37,376,235

WPP PLC

4,066,700

36,457,521

TOTAL BAILIWICK OF JERSEY

73,833,756

Belgium - 2.1%

Anheuser-Busch InBev SA NV

1,976,501

93,087,184

Anheuser-Busch InBev SA NV (strip VVPR) (a)

6,312,640

46,447

Fortis (a)

4,440,600

19,290,036

KBC Groupe SA (a)

893,025

38,530,319

TOTAL BELGIUM

150,953,986

Canada - 0.5%

Harry Winston Diamond Corp. (d)

4,282,574

35,080,049

Cayman Islands - 0.2%

Shanda Games Ltd. sponsored ADR

1,171,600

11,669,136

Egypt - 0.5%

Orascom Telecom Holding SAE unit

1,060,000

36,146,000

France - 15.0%

Accor SA

776,876

37,354,448

Alstom SA

632,700

44,061,926

AXA SA

1,880,137

46,756,168

BNP Paribas SA

714,790

54,117,643

Carrefour SA

770,707

33,196,099

Compagnie de St. Gobain

1,211,743

59,387,491

Danone

1,973,309

118,926,065

Lafarge SA (Bearer)

375,956

30,677,050

Pernod Ricard SA (c)

3,351,176

280,055,517

Sanofi-Aventis

1,142,068

83,710,385

Schneider Electric SA

449,277

46,947,095

Societe Generale Series A

655,808

43,794,162

Total SA Series B

1,805,001

108,004,496

Unibail-Rodamco

106,695

23,700,211

Veolia Environnement

693,600

22,735,359

Wendel (c)

398,000

22,197,155

TOTAL FRANCE

1,055,621,270

Germany - 10.7%

Allianz AG (Reg.)

375,049

42,568,060

BASF AG

367,215

19,723,696

Bayer AG

690,900

48,018,453

Commerzbank AG (a)(c)

2,482,964

25,942,020

Daimler AG

895,000

43,165,850

 

Shares

Value

Deutsche Boerse AG

946,462

$ 76,769,271

Deutsche Postbank AG (a)

1,003,500

31,143,612

Deutsche Telekom AG (Reg.)

4,817,770

65,232,603

E.ON AG

1,196,370

45,931,922

Fresenius Medical Care AG & Co. KGaA

526,000

25,504,463

HeidelbergCement AG (c)

1,808,529

108,396,413

Lanxess AG

628,370

19,723,379

Linde AG

341,697

35,896,621

Munich Re Group (Reg.)

126,859

20,094,166

SAP AG

483,711

21,897,597

Siemens AG (Reg.)

605,607

54,516,742

Sky Deutschland AG (a)

7,053,800

29,479,255

Software AG (Bearer)

275,300

24,533,929

TUI AG (a)(c)

2,358,100

16,361,343

TUI AG rights 11/11/09 (a)(c)

2,358,100

35

TOTAL GERMANY

754,899,430

Greece - 1.3%

Alpha Bank AE (a)

1,030,900

20,161,208

Hellenic Telecommunications Organization SA

4,201,421

71,099,912

TOTAL GREECE

91,261,120

Hong Kong - 2.4%

China Unicom (Hong Kong) Ltd. sponsored ADR (c)

8,587,500

108,631,875

Hutchison Whampoa Ltd.

8,144,000

57,163,282

TOTAL HONG KONG

165,795,157

India - 0.5%

Reliance Industries Ltd.

910,936

36,885,863

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR (c)

448,805

11,893,333

Ireland - 0.1%

CRH PLC

217,442

5,314,814

Italy - 4.3%

Bulgari SpA (c)

13,865,381

113,852,096

ENI SpA

1,741,574

43,130,271

Intesa Sanpaolo SpA

22,787,249

96,406,157

UniCredit SpA

14,048,824

47,342,423

TOTAL ITALY

300,730,947

Japan - 20.2%

Bridgestone Corp.

2,019,000

33,296,596

Canon, Inc. sponsored ADR

1,362,700

51,319,282

Citizen Holdings Co. Ltd.

3,576,000

20,122,573

East Japan Railway Co.

1,456,700

93,290,513

Inpex Corp.

4,117

33,622,601

Japan Tobacco, Inc.

12,268

34,419,848

JFE Holdings, Inc.

834,700

27,191,689

Kenedix, Inc. (a)(d)

75,000

28,504,228

Kose Corp.

1,032,600

22,591,641

Marui Group Co. Ltd.

3,072,000

17,647,887

Mazda Motor Corp.

40,152,000

90,622,588

Common Stocks - continued

Shares

Value

Japan - continued

Mitsubishi Corp.

1,976,500

$ 41,904,824

Mitsubishi UFJ Financial Group, Inc.

12,389,800

65,996,741

Mitsui & Co. Ltd.

2,416,600

31,738,849

Mitsui Chemicals, Inc.

10,938,000

37,566,728

Nomura Holdings, Inc.

8,349,000

58,848,895

Nomura Real Estate Office Fund, Inc.

4,215

26,044,810

NTT DoCoMo, Inc.

44,148

64,029,803

Omron Corp.

4,089,400

68,864,401

Osaka Securities Exchange Co. Ltd.

5,701

27,359,707

Promise Co. Ltd. (c)

3,517,300

22,358,677

Ricoh Co. Ltd.

7,584,000

103,074,093

Seven & i Holdings Co., Ltd.

824,100

18,042,408

SKY Perfect JSAT Holdings, Inc.

45,557

20,832,487

Sompo Japan Insurance, Inc.

7,315,000

42,779,557

Sony Financial Holdings, Inc.

7,256

20,823,150

Sumitomo Mitsui Financial Group, Inc.

1,552,000

52,755,599

Takashimaya Co. Ltd.

1,154,000

7,781,301

Tokyo Broadcasting System Holding

1,351,600

20,161,171

Tokyo Gas Co., Ltd.

12,760,000

50,550,718

Toshiba Corp.

10,478,000

59,888,717

Toyota Motor Corp. sponsored ADR (c)

1,621,398

127,912,088

TOTAL JAPAN

1,421,944,170

Luxembourg - 1.1%

ArcelorMittal SA (NY Shares) Class A (c)

1,571,300

53,455,626

Millicom International Cellular SA (a)

360,700

22,601,462

TOTAL LUXEMBOURG

76,057,088

Marshall Islands - 0.5%

Teekay Corp.

1,675,800

34,772,850

Netherlands - 1.6%

Akzo Nobel NV

764,069

45,289,452

ING Groep NV (Certificaten Van Aandelen) unit (a)

3,307,400

43,038,396

Royal DSM NV

611,697

26,860,259

TOTAL NETHERLANDS

115,188,107

Netherlands Antilles - 0.3%

Schlumberger Ltd.

338,600

21,060,920

Norway - 0.8%

Aker Solutions ASA

3,212,400

38,765,799

Sevan Marine ASA (a)

9,921,000

16,095,788

TOTAL NORWAY

54,861,587

Spain - 4.5%

Banco Santander SA

2,384,300

38,366,188

Gas Natural SDG SA Series E

3,333,500

67,179,616

Iberdrola SA (c)

3,986,600

36,254,854

Indra Sistemas SA

901,300

21,234,191

Repsol YPF SA sponsored ADR (c)

2,466,700

65,614,220

 

Shares

Value

Telefonica SA

254,900

$ 7,117,985

Telefonica SA sponsored ADR

996,400

83,627,852

TOTAL SPAIN

319,394,906

Switzerland - 4.0%

Actelion Ltd. (Reg.) (a)

625,980

34,559,757

Nobel Biocare Holding AG (Switzerland)

751,710

21,391,611

Roche Holding AG (participation certificate)

628,776

100,925,258

UBS AG (For. Reg.) (a)

4,757,053

79,307,176

Zurich Financial Services AG (Reg.)

193,026

44,376,604

TOTAL SWITZERLAND

280,560,406

United Kingdom - 20.2%

Anglo American PLC (United Kingdom) (a)

2,813,800

102,326,284

BAE Systems PLC

6,320,300

32,634,622

Barclays PLC

9,640,800

50,545,012

BG Group PLC

4,085,385

70,762,912

British Land Co. PLC

5,440,682

42,179,320

British Sky Broadcasting Group PLC

3,495,900

30,591,901

Centrica PLC

19,087,743

77,812,890

GKN PLC

21,790,043

38,350,685

GlaxoSmithKline PLC

1,898,498

38,956,319

HSBC Holdings PLC sponsored ADR

2,403,371

133,122,720

Imperial Tobacco Group PLC

1,091,758

32,264,069

ITV PLC

70,751,030

49,657,990

Kesa Electricals PLC

8,817,900

19,240,236

Man Group PLC

17,708,037

90,126,470

Misys PLC

9,722,700

33,058,811

Rexam PLC

13,160,600

59,851,592

Rio Tinto PLC (Reg.)

1,738,510

76,884,915

Royal Dutch Shell PLC Class B ADR

3,699,300

215,151,288

Segro PLC

6,506,400

37,708,192

Smith & Nephew PLC

3,088,400

27,310,109

Vodafone Group PLC sponsored ADR

2,415,000

53,588,850

William Hill PLC

25,970,532

71,632,544

Xstrata PLC

2,268,500

32,868,035

TOTAL UNITED KINGDOM

1,416,625,766

United States of America - 3.3%

NII Holdings, Inc. (a)

3,302,000

88,922,860

Pfizer, Inc.

1,636,200

27,864,486

Procter & Gamble Co.

1,018,300

59,061,400

Smith International, Inc.

1,940,900

53,821,157

TOTAL UNITED STATES OF AMERICA

229,669,903

TOTAL COMMON STOCKS

(Cost $6,678,739,421)

6,874,542,706

Money Market Funds - 8.2%

Shares

Value

Fidelity Cash Central Fund, 0.20% (e)

243,416,860

$ 243,416,860

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)

328,661,620

328,661,620

TOTAL MONEY MARKET FUNDS

(Cost $572,078,480)

572,078,480

Cash Equivalents - 0.2%

Maturity Amount

 

Investments in repurchase agreements in a joint trading account at 0.05%, dated 10/30/09 due 11/2/09 (Collateralized by U.S. Government Obligations) #
(Cost $14,899,000)

14,899,068

14,899,000

TOTAL INVESTMENT PORTFOLIO - 106.3%

(Cost $7,265,716,901)

7,461,520,186

NET OTHER ASSETS - (6.3)%

(440,040,092)

NET ASSETS - 100%

$ 7,021,480,094

Legend

(a) Non-income producing

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

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

(d) Affiliated company

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

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

Repurchase Agreement / Counterparty

Value

$14,899,000 due 11/02/09 at 0.05%

BNP Paribas Securities Corp.

$ 2,746,860

Banc of America Securities LLC

2,811,884

Barclays Capital, Inc.

8,240,581

Deutsche Bank Securities, Inc.

1,099,675

 

$ 14,899,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,300,818

Fidelity Securities Lending Cash Central Fund

7,117,068

Total

$ 8,417,886

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Harry Winston Diamond Corp.

$ 29,808,633

$ 17,161,980

$ 9,630,285

$ 58,523

$ 35,080,049

Kenedix, Inc.

-

27,978,187

-

-

28,504,228

Total

$ 29,808,633

$ 45,140,167

$ 9,630,285

$ 58,523

$ 63,584,277

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 1,421,944,170

$ 179,231,370

$ 1,242,712,800

$ -

United Kingdom

1,416,625,766

1,222,929,411

193,696,355

-

France

1,055,621,270

817,150,221

238,471,049

-

Germany

754,899,430

570,684,393

184,215,002

35

Spain

319,394,906

273,910,733

45,484,173

-

Italy

300,730,947

257,600,676

43,130,271

-

Switzerland

280,560,406

201,253,230

79,307,176

-

United States of America

229,669,903

229,669,903

-

-

Hong Kong

165,795,157

108,631,875

57,163,282

-

Other

929,300,751

633,195,949

296,104,802

-

Money Market Funds

572,078,480

572,078,480

-

-

Cash Equivalents

14,899,000

-

14,899,000

-

Total Investments in Securities

$ 7,461,520,186

$ 5,066,336,241

$ 2,395,183,910

$ 35

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

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

35

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 35

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 35

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,798,921,333 of which $859,201,568 and $939,719,765 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Overseas

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $304,665,938 and repurchase agreements of $14,899,000) - See accompanying schedule:

Unaffiliated issuers (cost $6,604,312,010)

$ 6,825,857,429

 

Fidelity Central Funds (cost $572,078,480)

572,078,480

 

Other affiliated issuers (cost $89,326,411)

63,584,277

 

Total Investments (cost $7,265,716,901)

 

$ 7,461,520,186

Cash

436,708

Foreign currency held at value (cost $40,358)

40,362

Receivable for investments sold

104,711,177

Receivable for fund shares sold

5,340,766

Dividends receivable

20,755,138

Distributions receivable from Fidelity Central Funds

282,712

Prepaid expenses

42,810

Other receivables

1,367,421

Total assets

7,594,497,280

 

 

 

Liabilities

Payable for investments purchased

$ 231,288,168

Payable for fund shares redeemed

6,807,246

Accrued management fee

4,106,875

Other affiliated payables

1,695,570

Other payables and accrued expenses

457,707

Collateral on securities loaned, at value

328,661,620

Total liabilities

573,017,186

 

 

 

Net Assets

$ 7,021,480,094

Net Assets consist of:

 

Paid in capital

$ 8,636,122,711

Undistributed net investment income

98,105,298

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

(1,908,732,953)

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

195,985,038

Net Assets

$ 7,021,480,094

Overseas:
Net Asset Value
, offering price and redemption price per share ($6,602,017,401 ÷ 219,140,992 shares)

$ 30.13

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($383,047,531 ÷ 12,700,958 shares)

$ 30.16

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($36,415,162 ÷ 1,207,679 shares)

$ 30.15

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends (including $58,523 earned from other affiliated issuers)

 

$ 184,748,736

Interest

 

14,529

Income from Fidelity Central Funds

 

8,417,886

 

 

193,181,151

Less foreign taxes withheld

 

(16,553,656)

Total income

 

176,627,495

 

 

 

Expenses

Management fee
Basic fee

$ 42,063,130

Performance adjustment

(2,349,513)

Transfer agent fees

17,149,813

Accounting and security lending fees

1,660,690

Custodian fees and expenses

744,440

Independent trustees' compensation

42,134

Depreciation in deferred trustee compensation account

(846)

Registration fees

86,705

Audit

106,028

Legal

85,182

Interest

140

Miscellaneous

174,469

Total expenses before reductions

59,762,372

Expense reductions

(2,464,857)

57,297,515

Net investment income (loss)

119,329,980

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(951,830,215)

Other affiliated issuers

(51,750,853)

 

Foreign currency transactions

(65,021)

Total net realized gain (loss)

 

(1,003,646,089)

Change in net unrealized appreciation (depreciation) on:

Investment securities

2,100,493,531

Assets and liabilities in foreign currencies

315,824

Total change in net unrealized appreciation (depreciation)

 

2,100,809,355

Net gain (loss)

1,097,163,266

Net increase (decrease) in net assets resulting from operations

$ 1,216,493,246

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 119,329,980

$ 108,130,289

Net realized gain (loss)

(1,003,646,089)

(902,937,259)

Change in net unrealized appreciation (depreciation)

2,100,809,355

(4,444,954,236)

Net increase (decrease) in net assets resulting from operations

1,216,493,246

(5,239,761,206)

Distributions to shareholders from net investment income

(81,537,156)

(93,919,303)

Distributions to shareholders from net realized gain

-

(947,430,820)

Total distributions

(81,537,156)

(1,041,350,123)

Share transactions - net increase (decrease)

377,264,123

2,246,479,755

Redemption fees

81,713

456,294

Total increase (decrease) in net assets

1,512,301,926

(4,034,175,280)

 

 

 

Net Assets

Beginning of period

5,509,178,168

9,543,353,448

End of period (including undistributed net investment income of $98,105,298 and undistributed net investment income of $101,205,874, respectively)

$ 7,021,480,094

$ 5,509,178,168

Financial Highlights - Overseas

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.43

$ 58.39

$ 47.08

$ 37.65

$ 32.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .52

.55

.70

.63

.39

Net realized and unrealized gain (loss)

  4.55

(27.19)

15.80

9.37

5.35

Total from investment operations

  5.07

(26.64)

16.50

10.00

5.74

Distributions from net investment income

  (.37)

(.57)

(.55)

(.41)

(.19)

Distributions from net realized gain

  -

(5.75)

(4.64)

(.16)

(.11)

Total distributions

  (.37)

(6.32)

(5.19)

(.57)

(.30)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 30.13

$ 25.43

$ 58.39

$ 47.08

$ 37.65

Total Return A

  20.44%

(50.88)%

38.79%

26.83%

17.90%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.02%

1.13%

.95%

1.00%

.93%

Expenses net of fee waivers, if any

  1.02%

1.13%

.95%

1.00%

.93%

Expenses net of all reductions

  .98%

1.10%

.91%

.90%

.86%

Net investment income (loss)

  2.01%

1.33%

1.43%

1.43%

1.11%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 6,602,017

$ 5,464,901

$ 9,543,353

$ 7,217,287

$ 4,733,797

Portfolio turnover rate D

  115%

113%

87%

132%

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

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

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

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 K

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 25.45

$ 45.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .59

.13

Net realized and unrealized gain (loss)

  4.54

(19.68)

Total from investment operations

  5.13

(19.55)

Distributions from net investment income

  (.42)

-

Redemption fees added to paid in capital D, I

  -

-

Net asset value, end of period

$ 30.16

$ 25.45

Total Return B, C

  20.73%

(43.44)%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .78%

.96% A

Expenses net of fee waivers, if any

  .78%

.96% A

Expenses net of all reductions

  .74%

.93% A

Net investment income (loss)

  2.25%

1.08% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 383,048

$ 44,277

Portfolio turnover rate F

  115%

113%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 26.62

Income from Investment Operations

 

Net investment income (loss) D

  .07

Net realized and unrealized gain (loss)

  3.46

Total from investment operations

  3.53

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 30.15

Total Return B, C

  13.26%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .68% A

Expenses net of fee waivers, if any

  .68% A

Expenses net of all reductions

  .64% A

Net investment income (loss)

  .70% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 36,415

Portfolio turnover rate F

  115%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares on June 26, 2009. The Fund offers Overseas, Class K, and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 791,142,643

Gross unrealized depreciation

(706,964,993)

Net unrealized appreciation (depreciation)

$ 84,177,650

 

 

Tax Cost

$ 7,377,342,536

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

Undistributed ordinary income

$ 100,055,249

Capital loss carryforward

$ (1,798,921,333)

Net unrealized appreciation (depreciation)

$ 84,359,399

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 81,537,156

$ 204,315,590

Long-term Capital Gains

-

837,034,533

Total

$ 81,537,156

$ 1,041,350,123

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $6,980,004,135 and $6,647,710,529, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Overseas, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .67% of the Fund's average net assets.

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 Overseas. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Overseas

$ 16,978,777

.30

Class K

171,036

.06

 

$ 17,149,813

 

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

6. 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 $17,872 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 11,708,000

.43%

$ 140

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $29,868 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $7,117,068.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Overseas' operating expenses. During the period, this reimbursement reduced the class's operating expenses by $13,445.

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 $2,447,663 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 $3,749.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Overseas

$ 78,759,447

$ 93,919,303

Class K

2,777,709

-

Total

$ 81,537,156

$ 93,919,303

From net realized gain

 

 

Overseas

$ -

$ 947,430,820

Annual Report

Notes to Financial Statements - continued

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 B,C

2008 A

2009 B,C

2008 A

Overseas

 

 

 

 

Shares sold

47,857,124

76,040,831

$ 1,179,178,777

$ 2,985,572,846

Conversion to Class K

(11,269,934)

(1,789,301)

(265,380,751)

(50,752,081)

Reinvestment of distributions

3,481,434

20,825,405

78,089,426

1,030,024,482

Shares redeemed

(35,803,556)

(43,642,881)

(910,091,016)

(1,767,850,377)

Net increase (decrease)

4,265,068

51,434,054

$ 81,796,436

$ 2,196,994,870

Class K

 

 

 

 

Shares sold

2,178,017

23,823

$ 56,176,528

$ 671,729

Conversion from Overseas

11,270,235

1,787,998

265,380,751

50,752,081

Reinvestment of distributions

123,950

-

2,777,709

-

Shares redeemed

(2,610,676)

(72,389)

(67,054,987)

(1,938,925)

Net increase (decrease)

10,961,526

1,739,432

$ 257,280,001

$ 49,484,885

Class F

 

 

 

 

Shares sold

1,220,610

-

$ 38,599,366

$ -

Shares redeemed

(12,931)

-

(411,680)

-

Net increase (decrease)

1,207,679

-

$ 38,187,686

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Conversion transactions for Class K and Overseas are for the period November 1, 2008 to August 31, 2009.

12. Other.

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

At the end of the period, Fidelity Freedom 2020 Fund and Fidelity Freedom 2030 Fund were the owners of record of approximately 12% and 10%, respectively, of the total outstanding shares of the Fund. The Fidelity Freedom Funds were owners of record, in the aggregate, of approximately 52% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity 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 Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity 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, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

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

The funds' Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Bruce T. Herring (44)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Overseas Fund voted to pay on December 7, 2009, to shareholders of record at the opening of business on December 4, 2009, 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 F

12/07/09

12/04/09

$0.537

$0.01

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Overseas Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity Overseas (retail class), as well as the fund's relative investment performance for Fidelity Overseas (retail class) measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the cumulative total returns of Fidelity Overseas (retail class) of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class K of the fund had less than one year of performance as of December 31, 2008, and the fund did not offer Class F as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of Fidelity Overseas (retail class) of the fund.

Fidelity Overseas Fund


fid340

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Overseas (retail class) of the fund was in the fourth quartile for the one-year period and the third quartile for the three- and five-year periods. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Overseas (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Overseas Fund


fid342

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

The Board noted that the total expenses of each class ranked below its competitive median for the period.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
FIL Investments (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

OVE-F-ANN-1209
1.891736.100

fid247

Fidelity®
Overseas
Fund -
Class K

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Class K A

20.73%

4.26%

1.38%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Overseas, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Overseas Fund - Class K on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.


fid357

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund: The fund's Class K shares returned 20.73% for the year, trailing the return of MSCI EAFE index. The underperformance fell primarily within the financials sector, where security selection in the banks and diversified financials groups hurt the most. Fifteen of the fund's 20 biggest individual detractors were within financials, due to both stock selection and untimely ownership. For example, I trimmed Barclays of the United Kingdom at or near bottom and owned other stocks that missed the massive rally in financials stocks after March. I was overweighted in lagging Japanese firms such as Nomura Holdings and Promise, and underweighted in Australian banks, which rallied after March. Other detractors included a large out-of-index position in China Unicom, which reflected the country's lagging telecommunications sector. Conversely, stock selection in consumer staples helped. Individual contributors included a large overweighted position in Anheuser-Busch InBev, which underwent a merger between the Belgian-based brewer and the U.S. maker of Budweiser beer. Elsewhere, investments in emerging-markets mobile phone companies, such as PT Indosat in Indonesia and Vivo Partipacoes in Brazil - two out-of-index picks - also aided results. Some of the stocks I've mentioned were sold by period end.

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

Annual Report

Overseas

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Overseas and Class K, and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Overseas

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,255.40

$ 5.80 B

HypotheticalA

 

$ 1,000.00

$ 1,020.06

$ 5.19 C

Class K

.79%

 

 

 

Actual

 

$ 1,000.00

$ 1,256.70

$ 4.49 B

HypotheticalA

 

$ 1,000.00

$ 1,021.22

$ 4.02 C

Class F

.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,132.60

$ 2.54 B

HypotheticalA

 

$ 1,000.00

$ 1,021.78

$ 3.47 C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Overseas and Class K, and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Overseas

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Japan

20.2%

 

fid265

United Kingdom

20.2%

 

fid267

France

15.0%

 

fid269

Germany

10.7%

 

fid271

United States of America

5.4%

 

fid273

Spain

4.5%

 

fid275

Italy

4.3%

 

fid277

Switzerland

4.0%

 

fid279

Hong Kong

2.4%

 

fid281

Other

13.3%

 

fid369

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

As of April 30, 2009

fid263

United Kingdom

23.2%

 

fid265

Japan

15.0%

 

fid267

France

14.3%

 

fid269

Germany

9.7%

 

fid271

United States of America

6.4%

 

fid273

Switzerland

6.3%

 

fid275

Belgium

5.5%

 

fid277

Hong Kong

4.2%

 

fid279

Spain

3.9%

 

fid281

Other

11.5%

 

fid381

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.9

95.6

Short-Term Investments and Net Other Assets

2.1

4.4

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Pernod Ricard SA (France, Beverages)

4.0

2.9

Royal Dutch Shell PLC Class B ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.1

1.9

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

1.9

2.0

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.8

1.4

Danone (France, Food Products)

1.7

0.0

Bulgari SpA (Italy, Textiles, Apparel & Luxury Goods)

1.6

0.0

China Unicom (Hong Kong) Ltd. sponsored ADR (Hong Kong, Diversified Telecommunication Services)

1.6

3.3

HeidelbergCement AG (Germany, Construction Materials)

1.5

0.0

Total SA Series B (France, Oil, Gas & Consumable Fuels)

1.5

1.0

Ricoh Co. Ltd. (Japan, Office Electronics)

1.5

0.9

 

20.2

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.6

19.2

Consumer Discretionary

11.2

10.1

Energy

10.5

7.6

Materials

10.2

8.7

Consumer Staples

9.9

16.1

Telecommunication Services

8.8

10.5

Industrials

7.9

6.6

Health Care

6.5

8.5

Information Technology

6.0

4.9

Utilities

4.3

3.4

Annual Report

Overseas

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.9%

Shares

Value

Australia - 2.0%

Macquarie Group Ltd.

475,663

$ 20,825,143

National Australia Bank Ltd.

1,888,338

49,876,538

Qantas Airways Ltd.

10,974,903

27,280,023

Westfield Group unit

4,096,322

44,365,083

TOTAL AUSTRALIA

142,346,787

Austria - 0.5%

Wienerberger AG (a)

1,763,720

31,975,355

Bailiwick of Jersey - 1.1%

Shire PLC

2,112,658

37,376,235

WPP PLC

4,066,700

36,457,521

TOTAL BAILIWICK OF JERSEY

73,833,756

Belgium - 2.1%

Anheuser-Busch InBev SA NV

1,976,501

93,087,184

Anheuser-Busch InBev SA NV (strip VVPR) (a)

6,312,640

46,447

Fortis (a)

4,440,600

19,290,036

KBC Groupe SA (a)

893,025

38,530,319

TOTAL BELGIUM

150,953,986

Canada - 0.5%

Harry Winston Diamond Corp. (d)

4,282,574

35,080,049

Cayman Islands - 0.2%

Shanda Games Ltd. sponsored ADR

1,171,600

11,669,136

Egypt - 0.5%

Orascom Telecom Holding SAE unit

1,060,000

36,146,000

France - 15.0%

Accor SA

776,876

37,354,448

Alstom SA

632,700

44,061,926

AXA SA

1,880,137

46,756,168

BNP Paribas SA

714,790

54,117,643

Carrefour SA

770,707

33,196,099

Compagnie de St. Gobain

1,211,743

59,387,491

Danone

1,973,309

118,926,065

Lafarge SA (Bearer)

375,956

30,677,050

Pernod Ricard SA (c)

3,351,176

280,055,517

Sanofi-Aventis

1,142,068

83,710,385

Schneider Electric SA

449,277

46,947,095

Societe Generale Series A

655,808

43,794,162

Total SA Series B

1,805,001

108,004,496

Unibail-Rodamco

106,695

23,700,211

Veolia Environnement

693,600

22,735,359

Wendel (c)

398,000

22,197,155

TOTAL FRANCE

1,055,621,270

Germany - 10.7%

Allianz AG (Reg.)

375,049

42,568,060

BASF AG

367,215

19,723,696

Bayer AG

690,900

48,018,453

Commerzbank AG (a)(c)

2,482,964

25,942,020

Daimler AG

895,000

43,165,850

 

Shares

Value

Deutsche Boerse AG

946,462

$ 76,769,271

Deutsche Postbank AG (a)

1,003,500

31,143,612

Deutsche Telekom AG (Reg.)

4,817,770

65,232,603

E.ON AG

1,196,370

45,931,922

Fresenius Medical Care AG & Co. KGaA

526,000

25,504,463

HeidelbergCement AG (c)

1,808,529

108,396,413

Lanxess AG

628,370

19,723,379

Linde AG

341,697

35,896,621

Munich Re Group (Reg.)

126,859

20,094,166

SAP AG

483,711

21,897,597

Siemens AG (Reg.)

605,607

54,516,742

Sky Deutschland AG (a)

7,053,800

29,479,255

Software AG (Bearer)

275,300

24,533,929

TUI AG (a)(c)

2,358,100

16,361,343

TUI AG rights 11/11/09 (a)(c)

2,358,100

35

TOTAL GERMANY

754,899,430

Greece - 1.3%

Alpha Bank AE (a)

1,030,900

20,161,208

Hellenic Telecommunications Organization SA

4,201,421

71,099,912

TOTAL GREECE

91,261,120

Hong Kong - 2.4%

China Unicom (Hong Kong) Ltd. sponsored ADR (c)

8,587,500

108,631,875

Hutchison Whampoa Ltd.

8,144,000

57,163,282

TOTAL HONG KONG

165,795,157

India - 0.5%

Reliance Industries Ltd.

910,936

36,885,863

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR (c)

448,805

11,893,333

Ireland - 0.1%

CRH PLC

217,442

5,314,814

Italy - 4.3%

Bulgari SpA (c)

13,865,381

113,852,096

ENI SpA

1,741,574

43,130,271

Intesa Sanpaolo SpA

22,787,249

96,406,157

UniCredit SpA

14,048,824

47,342,423

TOTAL ITALY

300,730,947

Japan - 20.2%

Bridgestone Corp.

2,019,000

33,296,596

Canon, Inc. sponsored ADR

1,362,700

51,319,282

Citizen Holdings Co. Ltd.

3,576,000

20,122,573

East Japan Railway Co.

1,456,700

93,290,513

Inpex Corp.

4,117

33,622,601

Japan Tobacco, Inc.

12,268

34,419,848

JFE Holdings, Inc.

834,700

27,191,689

Kenedix, Inc. (a)(d)

75,000

28,504,228

Kose Corp.

1,032,600

22,591,641

Marui Group Co. Ltd.

3,072,000

17,647,887

Mazda Motor Corp.

40,152,000

90,622,588

Common Stocks - continued

Shares

Value

Japan - continued

Mitsubishi Corp.

1,976,500

$ 41,904,824

Mitsubishi UFJ Financial Group, Inc.

12,389,800

65,996,741

Mitsui & Co. Ltd.

2,416,600

31,738,849

Mitsui Chemicals, Inc.

10,938,000

37,566,728

Nomura Holdings, Inc.

8,349,000

58,848,895

Nomura Real Estate Office Fund, Inc.

4,215

26,044,810

NTT DoCoMo, Inc.

44,148

64,029,803

Omron Corp.

4,089,400

68,864,401

Osaka Securities Exchange Co. Ltd.

5,701

27,359,707

Promise Co. Ltd. (c)

3,517,300

22,358,677

Ricoh Co. Ltd.

7,584,000

103,074,093

Seven & i Holdings Co., Ltd.

824,100

18,042,408

SKY Perfect JSAT Holdings, Inc.

45,557

20,832,487

Sompo Japan Insurance, Inc.

7,315,000

42,779,557

Sony Financial Holdings, Inc.

7,256

20,823,150

Sumitomo Mitsui Financial Group, Inc.

1,552,000

52,755,599

Takashimaya Co. Ltd.

1,154,000

7,781,301

Tokyo Broadcasting System Holding

1,351,600

20,161,171

Tokyo Gas Co., Ltd.

12,760,000

50,550,718

Toshiba Corp.

10,478,000

59,888,717

Toyota Motor Corp. sponsored ADR (c)

1,621,398

127,912,088

TOTAL JAPAN

1,421,944,170

Luxembourg - 1.1%

ArcelorMittal SA (NY Shares) Class A (c)

1,571,300

53,455,626

Millicom International Cellular SA (a)

360,700

22,601,462

TOTAL LUXEMBOURG

76,057,088

Marshall Islands - 0.5%

Teekay Corp.

1,675,800

34,772,850

Netherlands - 1.6%

Akzo Nobel NV

764,069

45,289,452

ING Groep NV (Certificaten Van Aandelen) unit (a)

3,307,400

43,038,396

Royal DSM NV

611,697

26,860,259

TOTAL NETHERLANDS

115,188,107

Netherlands Antilles - 0.3%

Schlumberger Ltd.

338,600

21,060,920

Norway - 0.8%

Aker Solutions ASA

3,212,400

38,765,799

Sevan Marine ASA (a)

9,921,000

16,095,788

TOTAL NORWAY

54,861,587

Spain - 4.5%

Banco Santander SA

2,384,300

38,366,188

Gas Natural SDG SA Series E

3,333,500

67,179,616

Iberdrola SA (c)

3,986,600

36,254,854

Indra Sistemas SA

901,300

21,234,191

Repsol YPF SA sponsored ADR (c)

2,466,700

65,614,220

 

Shares

Value

Telefonica SA

254,900

$ 7,117,985

Telefonica SA sponsored ADR

996,400

83,627,852

TOTAL SPAIN

319,394,906

Switzerland - 4.0%

Actelion Ltd. (Reg.) (a)

625,980

34,559,757

Nobel Biocare Holding AG (Switzerland)

751,710

21,391,611

Roche Holding AG (participation certificate)

628,776

100,925,258

UBS AG (For. Reg.) (a)

4,757,053

79,307,176

Zurich Financial Services AG (Reg.)

193,026

44,376,604

TOTAL SWITZERLAND

280,560,406

United Kingdom - 20.2%

Anglo American PLC (United Kingdom) (a)

2,813,800

102,326,284

BAE Systems PLC

6,320,300

32,634,622

Barclays PLC

9,640,800

50,545,012

BG Group PLC

4,085,385

70,762,912

British Land Co. PLC

5,440,682

42,179,320

British Sky Broadcasting Group PLC

3,495,900

30,591,901

Centrica PLC

19,087,743

77,812,890

GKN PLC

21,790,043

38,350,685

GlaxoSmithKline PLC

1,898,498

38,956,319

HSBC Holdings PLC sponsored ADR

2,403,371

133,122,720

Imperial Tobacco Group PLC

1,091,758

32,264,069

ITV PLC

70,751,030

49,657,990

Kesa Electricals PLC

8,817,900

19,240,236

Man Group PLC

17,708,037

90,126,470

Misys PLC

9,722,700

33,058,811

Rexam PLC

13,160,600

59,851,592

Rio Tinto PLC (Reg.)

1,738,510

76,884,915

Royal Dutch Shell PLC Class B ADR

3,699,300

215,151,288

Segro PLC

6,506,400

37,708,192

Smith & Nephew PLC

3,088,400

27,310,109

Vodafone Group PLC sponsored ADR

2,415,000

53,588,850

William Hill PLC

25,970,532

71,632,544

Xstrata PLC

2,268,500

32,868,035

TOTAL UNITED KINGDOM

1,416,625,766

United States of America - 3.3%

NII Holdings, Inc. (a)

3,302,000

88,922,860

Pfizer, Inc.

1,636,200

27,864,486

Procter & Gamble Co.

1,018,300

59,061,400

Smith International, Inc.

1,940,900

53,821,157

TOTAL UNITED STATES OF AMERICA

229,669,903

TOTAL COMMON STOCKS

(Cost $6,678,739,421)

6,874,542,706

Money Market Funds - 8.2%

Shares

Value

Fidelity Cash Central Fund, 0.20% (e)

243,416,860

$ 243,416,860

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)

328,661,620

328,661,620

TOTAL MONEY MARKET FUNDS

(Cost $572,078,480)

572,078,480

Cash Equivalents - 0.2%

Maturity Amount

 

Investments in repurchase agreements in a joint trading account at 0.05%, dated 10/30/09 due 11/2/09 (Collateralized by U.S. Government Obligations) #
(Cost $14,899,000)

14,899,068

14,899,000

TOTAL INVESTMENT PORTFOLIO - 106.3%

(Cost $7,265,716,901)

7,461,520,186

NET OTHER ASSETS - (6.3)%

(440,040,092)

NET ASSETS - 100%

$ 7,021,480,094

Legend

(a) Non-income producing

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

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

(d) Affiliated company

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

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

Repurchase Agreement / Counterparty

Value

$14,899,000 due 11/02/09 at 0.05%

BNP Paribas Securities Corp.

$ 2,746,860

Banc of America Securities LLC

2,811,884

Barclays Capital, Inc.

8,240,581

Deutsche Bank Securities, Inc.

1,099,675

 

$ 14,899,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,300,818

Fidelity Securities Lending Cash Central Fund

7,117,068

Total

$ 8,417,886

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Harry Winston Diamond Corp.

$ 29,808,633

$ 17,161,980

$ 9,630,285

$ 58,523

$ 35,080,049

Kenedix, Inc.

-

27,978,187

-

-

28,504,228

Total

$ 29,808,633

$ 45,140,167

$ 9,630,285

$ 58,523

$ 63,584,277

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 1,421,944,170

$ 179,231,370

$ 1,242,712,800

$ -

United Kingdom

1,416,625,766

1,222,929,411

193,696,355

-

France

1,055,621,270

817,150,221

238,471,049

-

Germany

754,899,430

570,684,393

184,215,002

35

Spain

319,394,906

273,910,733

45,484,173

-

Italy

300,730,947

257,600,676

43,130,271

-

Switzerland

280,560,406

201,253,230

79,307,176

-

United States of America

229,669,903

229,669,903

-

-

Hong Kong

165,795,157

108,631,875

57,163,282

-

Other

929,300,751

633,195,949

296,104,802

-

Money Market Funds

572,078,480

572,078,480

-

-

Cash Equivalents

14,899,000

-

14,899,000

-

Total Investments in Securities

$ 7,461,520,186

$ 5,066,336,241

$ 2,395,183,910

$ 35

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

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

35

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 35

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 35

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,798,921,333 of which $859,201,568 and $939,719,765 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Overseas

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $304,665,938 and repurchase agreements of $14,899,000) - See accompanying schedule:

Unaffiliated issuers (cost $6,604,312,010)

$ 6,825,857,429

 

Fidelity Central Funds (cost $572,078,480)

572,078,480

 

Other affiliated issuers (cost $89,326,411)

63,584,277

 

Total Investments (cost $7,265,716,901)

 

$ 7,461,520,186

Cash

436,708

Foreign currency held at value (cost $40,358)

40,362

Receivable for investments sold

104,711,177

Receivable for fund shares sold

5,340,766

Dividends receivable

20,755,138

Distributions receivable from Fidelity Central Funds

282,712

Prepaid expenses

42,810

Other receivables

1,367,421

Total assets

7,594,497,280

 

 

 

Liabilities

Payable for investments purchased

$ 231,288,168

Payable for fund shares redeemed

6,807,246

Accrued management fee

4,106,875

Other affiliated payables

1,695,570

Other payables and accrued expenses

457,707

Collateral on securities loaned, at value

328,661,620

Total liabilities

573,017,186

 

 

 

Net Assets

$ 7,021,480,094

Net Assets consist of:

 

Paid in capital

$ 8,636,122,711

Undistributed net investment income

98,105,298

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

(1,908,732,953)

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

195,985,038

Net Assets

$ 7,021,480,094

Overseas:
Net Asset Value
, offering price and redemption price per share ($6,602,017,401 ÷ 219,140,992 shares)

$ 30.13

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($383,047,531 ÷ 12,700,958 shares)

$ 30.16

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($36,415,162 ÷ 1,207,679 shares)

$ 30.15

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends (including $58,523 earned from other affiliated issuers)

 

$ 184,748,736

Interest

 

14,529

Income from Fidelity Central Funds

 

8,417,886

 

 

193,181,151

Less foreign taxes withheld

 

(16,553,656)

Total income

 

176,627,495

 

 

 

Expenses

Management fee
Basic fee

$ 42,063,130

Performance adjustment

(2,349,513)

Transfer agent fees

17,149,813

Accounting and security lending fees

1,660,690

Custodian fees and expenses

744,440

Independent trustees' compensation

42,134

Depreciation in deferred trustee compensation account

(846)

Registration fees

86,705

Audit

106,028

Legal

85,182

Interest

140

Miscellaneous

174,469

Total expenses before reductions

59,762,372

Expense reductions

(2,464,857)

57,297,515

Net investment income (loss)

119,329,980

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(951,830,215)

Other affiliated issuers

(51,750,853)

 

Foreign currency transactions

(65,021)

Total net realized gain (loss)

 

(1,003,646,089)

Change in net unrealized appreciation (depreciation) on:

Investment securities

2,100,493,531

Assets and liabilities in foreign currencies

315,824

Total change in net unrealized appreciation (depreciation)

 

2,100,809,355

Net gain (loss)

1,097,163,266

Net increase (decrease) in net assets resulting from operations

$ 1,216,493,246

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 119,329,980

$ 108,130,289

Net realized gain (loss)

(1,003,646,089)

(902,937,259)

Change in net unrealized appreciation (depreciation)

2,100,809,355

(4,444,954,236)

Net increase (decrease) in net assets resulting from operations

1,216,493,246

(5,239,761,206)

Distributions to shareholders from net investment income

(81,537,156)

(93,919,303)

Distributions to shareholders from net realized gain

-

(947,430,820)

Total distributions

(81,537,156)

(1,041,350,123)

Share transactions - net increase (decrease)

377,264,123

2,246,479,755

Redemption fees

81,713

456,294

Total increase (decrease) in net assets

1,512,301,926

(4,034,175,280)

 

 

 

Net Assets

Beginning of period

5,509,178,168

9,543,353,448

End of period (including undistributed net investment income of $98,105,298 and undistributed net investment income of $101,205,874, respectively)

$ 7,021,480,094

$ 5,509,178,168

Financial Highlights - Overseas

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.43

$ 58.39

$ 47.08

$ 37.65

$ 32.21

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .52

.55

.70

.63

.39

Net realized and unrealized gain (loss)

  4.55

(27.19)

15.80

9.37

5.35

Total from investment operations

  5.07

(26.64)

16.50

10.00

5.74

Distributions from net investment income

  (.37)

(.57)

(.55)

(.41)

(.19)

Distributions from net realized gain

  -

(5.75)

(4.64)

(.16)

(.11)

Total distributions

  (.37)

(6.32)

(5.19)

(.57)

(.30)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 30.13

$ 25.43

$ 58.39

$ 47.08

$ 37.65

Total Return A

  20.44%

(50.88)%

38.79%

26.83%

17.90%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.02%

1.13%

.95%

1.00%

.93%

Expenses net of fee waivers, if any

  1.02%

1.13%

.95%

1.00%

.93%

Expenses net of all reductions

  .98%

1.10%

.91%

.90%

.86%

Net investment income (loss)

  2.01%

1.33%

1.43%

1.43%

1.11%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 6,602,017

$ 5,464,901

$ 9,543,353

$ 7,217,287

$ 4,733,797

Portfolio turnover rate D

  115%

113%

87%

132%

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

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

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

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 K

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 25.45

$ 45.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .59

.13

Net realized and unrealized gain (loss)

  4.54

(19.68)

Total from investment operations

  5.13

(19.55)

Distributions from net investment income

  (.42)

-

Redemption fees added to paid in capital D, I

  -

-

Net asset value, end of period

$ 30.16

$ 25.45

Total Return B, C

  20.73%

(43.44)%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .78%

.96% A

Expenses net of fee waivers, if any

  .78%

.96% A

Expenses net of all reductions

  .74%

.93% A

Net investment income (loss)

  2.25%

1.08% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 383,048

$ 44,277

Portfolio turnover rate F

  115%

113%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 26.62

Income from Investment Operations

 

Net investment income (loss) D

  .07

Net realized and unrealized gain (loss)

  3.46

Total from investment operations

  3.53

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 30.15

Total Return B, C

  13.26%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .68% A

Expenses net of fee waivers, if any

  .68% A

Expenses net of all reductions

  .64% A

Net investment income (loss)

  .70% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 36,415

Portfolio turnover rate F

  115%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares on June 26, 2009. The Fund offers Overseas, Class K, and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 791,142,643

Gross unrealized depreciation

(706,964,993)

Net unrealized appreciation (depreciation)

$ 84,177,650

 

 

Tax Cost

$ 7,377,342,536

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

Undistributed ordinary income

$ 100,055,249

Capital loss carryforward

$ (1,798,921,333)

Net unrealized appreciation (depreciation)

$ 84,359,399

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 81,537,156

$ 204,315,590

Long-term Capital Gains

-

837,034,533

Total

$ 81,537,156

$ 1,041,350,123

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $6,980,004,135 and $6,647,710,529, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Overseas, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .67% of the Fund's average net assets.

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 Overseas. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Overseas

$ 16,978,777

.30

Class K

171,036

.06

 

$ 17,149,813

 

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

6. 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 $17,872 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 11,708,000

.43%

$ 140

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $29,868 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $7,117,068.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Overseas' operating expenses. During the period, this reimbursement reduced the class's operating expenses by $13,445.

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 $2,447,663 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 $3,749.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Overseas

$ 78,759,447

$ 93,919,303

Class K

2,777,709

-

Total

$ 81,537,156

$ 93,919,303

From net realized gain

 

 

Overseas

$ -

$ 947,430,820

Annual Report

Notes to Financial Statements - continued

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 B,C

2008 A

2009 B,C

2008 A

Overseas

 

 

 

 

Shares sold

47,857,124

76,040,831

$ 1,179,178,777

$ 2,985,572,846

Conversion to Class K

(11,269,934)

(1,789,301)

(265,380,751)

(50,752,081)

Reinvestment of distributions

3,481,434

20,825,405

78,089,426

1,030,024,482

Shares redeemed

(35,803,556)

(43,642,881)

(910,091,016)

(1,767,850,377)

Net increase (decrease)

4,265,068

51,434,054

$ 81,796,436

$ 2,196,994,870

Class K

 

 

 

 

Shares sold

2,178,017

23,823

$ 56,176,528

$ 671,729

Conversion from Overseas

11,270,235

1,787,998

265,380,751

50,752,081

Reinvestment of distributions

123,950

-

2,777,709

-

Shares redeemed

(2,610,676)

(72,389)

(67,054,987)

(1,938,925)

Net increase (decrease)

10,961,526

1,739,432

$ 257,280,001

$ 49,484,885

Class F

 

 

 

 

Shares sold

1,220,610

-

$ 38,599,366

$ -

Shares redeemed

(12,931)

-

(411,680)

-

Net increase (decrease)

1,207,679

-

$ 38,187,686

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Conversion transactions for Class K and Overseas are for the period November 1, 2008 to August 31, 2009.

12. Other.

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

At the end of the period, Fidelity Freedom 2020 Fund and Fidelity Freedom 2030 Fund were the owners of record of approximately 12% and 10%, respectively, of the total outstanding shares of the Fund. The Fidelity Freedom Funds were owners of record, in the aggregate, of approximately 52% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity 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 Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity 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, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

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

The funds' Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Bruce T. Herring (44)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Overseas Fund voted to pay on December 7, 2009, to shareholders of record at the opening of business on December 4, 2009, 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

K Class

12/07/09

12/04/09

$0.522

$0.01

The K Class designates 85% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for the 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

K Class

12/08/2008

0.460

.0391

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Overseas Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity Overseas (retail class), as well as the fund's relative investment performance for Fidelity Overseas (retail class) measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the cumulative total returns of Fidelity Overseas (retail class) of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class K of the fund had less than one year of performance as of December 31, 2008, and the fund did not offer Class F as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of Fidelity Overseas (retail class) of the fund.

Fidelity Overseas Fund


fid383

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Overseas (retail class) of the fund was in the fourth quartile for the one-year period and the third quartile for the three- and five-year periods. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Overseas (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

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

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Overseas Fund


fid385

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

The Board noted that the total expenses of each class ranked below its competitive median for the period.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
FIL Investments (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

OVE-K-UANN-1209
1.863317.101

fid247

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor
Worldwide Fund
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2009

Class A, Class T, Class B, and Class C are
classes of Fidelity® Worldwide Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10 years

Class A (incl. 5.75% sales charge) A

6.73%

3.05%

2.80%

Class T (incl. 3.50% sales charge) B

9.13%

3.51%

3.03%

Class B (incl. contingent deferred sales charge) C

7.71%

3.88%

3.36%

Class C (incl. contingent deferred sales charge) D

11.71%

4.18%

3.36%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A took place on February 19, 2009. Returns prior to February 19, 2009 are those of Worldwide, the original class of the fund, which does not bear a 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T took place on February 19, 2009. Returns prior to February 19, 2009 are those of Worldwide, the original class of the fund, which does not bear a 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B took place on February 19, 2009. Returns prior to February 19, 2009 are those of Worldwide, the original class of the fund, which does not bear a 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 5%, 2%, and 0%, respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C took place on February 19, 2009. Returns prior to February 19, 2009 are those of Worldwide, the original class of the fund, which does not bear a 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower. Class C shares' contingent deferred sales charges included in the past one year, past five years, and past ten years 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 Worldwide Fund - Class A, a class of the fund, on October 31, 1999, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® World Index performed over the same period. The initial offering of Class A took place on February 19, 2009. See above for additional information regarding the performance of Class A.


fid400

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from William Kennedy, Lead Portfolio Manager of Fidelity Advisor Worldwide Fund and manager of its non-U.S. equity investments, and from Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio: For the 12 months ending October 31, 2009, the fund's Advisor Class shares (excluding sales charges) lagged the 18.94% return of the MSCI World Index. (For specific class-level returns, please see the performance section of this report.) The fund's focus on higher-quality stocks hindered performance as lower-quality, higher-risk stocks led the market rally that began last March. Stock selection in financials did the most damage versus the index, followed by underweightings and disappointing stock picks in industrials and energy. On a geographic basis, the fund had weak security selection in Europe, Japan, Australia and the United States. The biggest individual detractors included Union Pacific, a West Coast railroad pressured by declining railroad volumes, and Well Fargo, a West Coast bank hurt by higher-than-anticipated mortgage losses. Overseas disappointments included investment bank Nomura Holdings, a high-quality Japanese financial that lagged lower-quality European financials in the spring rally. The fund benefited from strong stock picking in China and Brazil, which are not in the index, as well as in the telecommunication services and materials sectors. Top contributors included Temple-Inland, a U.S. boxboard and building products company that climbed nicely. Wells Fargo and Temple-Inland were no longer in the portfolio at period end. On the international side, not owning German car maker and index component Volkswagen proved helpful, as the stock plunged.

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

Annual Report

Worldwide

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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.55%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.20

$ 8.68

HypotheticalA

 

$ 1,000.00

$ 1,017.39

$ 7.88

Class T

1.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,219.60

$ 9.90

HypotheticalA

 

$ 1,000.00

$ 1,016.28

$ 9.00

Class B

2.24%

 

 

 

Actual

 

$ 1,000.00

$ 1,216.50

$ 12.51

HypotheticalA

 

$ 1,000.00

$ 1,013.91

$ 11.37

Class C

2.22%

 

 

 

Actual

 

$ 1,000.00

$ 1,216.50

$ 12.40

HypotheticalA

 

$ 1,000.00

$ 1,014.01

$ 11.27

Worldwide

1.26%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.90

$ 7.06

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.41

Institutional Class

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,223.50

$ 6.67

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Worldwide

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

United States of America

43.9%

 

fid265

United Kingdom

11.7%

 

fid267

Japan

8.3%

 

fid269

France

4.8%

 

fid271

Germany

4.4%

 

fid273

Switzerland

4.0%

 

fid275

Netherlands

2.5%

 

fid277

Australia

2.0%

 

fid279

China

1.8%

 

fid281

Other

16.6%

 

fid412

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

As of April 30, 2009

fid263

United States of America

47.8%

 

fid265

Japan

11.2%

 

fid267

United Kingdom

10.3%

 

fid269

Germany

5.3%

 

fid271

France

5.2%

 

fid273

Switzerland

5.1%

 

fid275

Australia

1.7%

 

fid277

Netherlands

1.4%

 

fid279

China

1.3%

 

fid281

Other

10.7%

 

fid424

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.8

97.8

Bonds

0.4

0.7

Short-Term Investments and Net Other Assets

3.8

1.5

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Union Pacific Corp. (United States of America, Road & Rail)

2.2

2.2

Google, Inc. Class A (United States of America, Internet Software & Services)

2.1

2.3

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

2.0

2.0

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.6

0.9

Occidental Petroleum Corp. (United States of America, Oil, Gas & Consumable Fuels)

1.6

0.1

JPMorgan Chase & Co. (United States of America, Diversified Financial Services)

1.6

2.1

CSX Corp. (United States of America, Road & Rail)

1.4

0.0

Express Scripts, Inc. (United States of America, Health Care Providers & Services)

1.3

1.2

American Express Co. (United States of America, Consumer Finance)

1.3

0.1

Cisco Systems, Inc. (United States of America, Communications Equipment)

1.2

1.2

 

16.3

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

19.7

Information Technology

17.3

19.7

Industrials

13.3

9.4

Consumer Discretionary

11.6

12.0

Energy

9.3

8.2

Health Care

8.5

8.7

Materials

7.7

7.8

Consumer Staples

5.1

5.8

Telecommunication Services

2.8

4.7

Utilities

0.8

0.9

Annual Report

Worldwide

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 95.5%

Shares

Value

Australia - 2.0%

Billabong International Ltd.

125,750

$ 1,163,139

BlueScope Steel Ltd.

633,651

1,678,718

Commonwealth Bank of Australia

91,076

4,207,365

Goodman Group unit

1,060,044

568,217

Macquarie Group Ltd.

52,724

2,308,325

National Australia Bank Ltd.

114,703

3,029,642

Newcrest Mining Ltd.

97,396

2,798,694

QBE Insurance Group Ltd.

67,910

1,367,174

Wesfarmers Ltd.

61,452

1,532,922

Westfield Group unit

128,519

1,391,921

TOTAL AUSTRALIA

20,046,117

Bailiwick of Jersey - 0.5%

Experian PLC

158,300

1,452,824

Informa PLC

723,000

3,480,347

TOTAL BAILIWICK OF JERSEY

4,933,171

Belgium - 0.6%

Anheuser-Busch InBev SA NV

133,004

6,264,084

Bermuda - 0.5%

Aquarius Platinum Ltd. (United Kingdom)

81,666

349,545

Huabao International Holdings Ltd.

1,060,000

1,011,113

Marvell Technology Group Ltd. (a)

56,000

768,320

Ports Design Ltd.

200,500

540,339

Seadrill Ltd. (a)

100,300

2,094,948

Xyratex Ltd. (a)

46,000

480,700

TOTAL BERMUDA

5,244,965

Brazil - 1.0%

BM&F BOVESPA SA

170,798

1,100,703

Itau Unibanco Banco Multiplo SA ADR

74,140

1,419,040

Petroleo Brasileiro SA - Petrobras sponsored ADR

53,000

2,449,660

Vivo Participacoes SA sponsored ADR

170,425

4,132,806

Votorantim Celulose e Papel SA sponsored ADR (a)

84,539

1,161,566

TOTAL BRAZIL

10,263,775

British Virgin Islands - 0.1%

Playtech Ltd.

200,359

1,183,395

Canada - 1.1%

Keyera Facilities Income Fund

45,000

824,491

Niko Resources Ltd.

26,700

2,159,967

Open Text Corp. (a)

91,100

3,398,846

PetroBakken Energy Ltd. Class A

89,502

2,580,461

Petrobank Energy & Resources Ltd. (a)

46,800

2,046,001

TOTAL CANADA

11,009,766

Cayman Islands - 0.3%

BaWang International (Group) Holding Ltd.

1,408,000

572,148

Belle International Holdings Ltd.

533,000

538,144

China Dongxiang Group Co. Ltd.

1,336,000

816,300

 

Shares

Value

China High Speed Transmission Equipment Group Co. Ltd.

32,000

$ 64,177

Hengdeli Holdings Ltd.

2,160,000

703,329

TOTAL CAYMAN ISLANDS

2,694,098

Chile - 0.0%

Embotelladora Andina SA sponsored ADR

23,000

419,750

China - 1.8%

Baidu.com, Inc. sponsored ADR (a)

20,100

7,596,192

BYD Co. Ltd. (H Shares) (a)

257,500

2,357,546

NetEase.com, Inc. sponsored ADR (a)

19,500

753,090

Tencent Holdings Ltd.

209,400

3,646,289

ZTE Corp. (H Shares)

592,784

3,284,826

TOTAL CHINA

17,637,943

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

1,232,268

70,810

Denmark - 1.0%

Novo Nordisk AS Series B

61,146

3,808,175

Vestas Wind Systems AS (a)

28,002

1,984,799

William Demant Holding AS (a)

51,100

3,652,309

TOTAL DENMARK

9,445,283

Finland - 0.2%

Nokian Tyres PLC

68,200

1,459,230

France - 4.8%

Accor SA

26,560

1,277,082

Air France KLM (Reg.) (a)

145,500

2,239,596

Alstom SA

28,675

1,996,959

Atos Origin SA (a)

26,644

1,252,303

AXA SA

158,437

3,940,089

BNP Paribas SA

69,124

5,233,464

Cap Gemini SA

37,200

1,730,384

Credit Agricole SA

55,600

1,072,227

Danone

34,996

2,109,115

Iliad Group SA

27,158

2,945,373

LVMH Moet Hennessy - Louis Vuitton

14,519

1,509,468

Orpea

32,200

1,454,686

Pernod Ricard SA

20,700

1,729,885

PPR SA

18,950

2,073,593

Sanofi-Aventis

46,582

3,414,330

Schneider Electric SA

41,317

4,317,410

Societe Generale Series A

19,378

1,581,592

Total SA Series B

102,562

6,136,926

Unibail-Rodamco

6,389

1,419,192

TOTAL FRANCE

47,433,674

Germany - 4.4%

Aixtron AG

135,700

4,067,672

BASF AG

39,844

2,140,084

Bayerische Motoren Werke AG (BMW)

57,542

2,819,285

Beiersdorf AG

32,240

1,987,852

Daimler AG (Reg.)

53,918

2,600,465

Common Stocks - continued

Shares

Value

Germany - continued

Deutsche Bank AG

22,004

$ 1,576,146

Deutsche Boerse AG

36,623

2,970,559

Deutsche Post AG

58,109

982,941

E.ON AG

180,785

6,940,831

GEA Group AG

113,972

2,151,790

HeidelbergCement AG

52,766

3,162,595

MAN SE

39,453

3,250,034

Metro AG

13,600

755,694

Munich Re Group (Reg.)

9,825

1,556,257

SGL Carbon AG (a)

28,200

1,083,090

Siemens AG (Reg.)

60,573

5,452,781

TOTAL GERMANY

43,498,076

Greece - 0.5%

EFG Eurobank Ergasias SA

127,400

2,043,483

Hellenic Telecommunications Organization SA

74,802

1,265,861

National Bank of Greece SA (a)

56,200

2,091,511

TOTAL GREECE

5,400,855

Hong Kong - 0.9%

BYD Electronic International Co. Ltd. (a)

1,139,500

1,062,359

Cheung Kong Holdings Ltd.

167,000

2,119,501

Sinotruk Hong Kong Ltd.

1,059,000

1,259,242

Sun Hung Kai Properties Ltd.

147,000

2,227,182

Techtronic Industries Co. Ltd.

2,307,500

1,853,653

TOTAL HONG KONG

8,521,937

India - 0.4%

Indiabulls Real Estate Ltd. (a)

299,879

1,570,026

Reliance Industries Ltd.

30,578

1,238,173

Tata Steel Ltd.

159,920

1,581,912

TOTAL INDIA

4,390,111

Ireland - 1.6%

Covidien PLC

56,000

2,358,720

CRH PLC

83,323

2,036,618

Ingersoll-Rand Co. Ltd.

290,800

9,186,372

Paddy Power PLC (Ireland)

79,400

2,544,799

TOTAL IRELAND

16,126,509

Israel - 0.6%

Teva Pharmaceutical Industries Ltd. sponsored ADR

119,800

6,047,504

Italy - 0.6%

Fiat SpA (a)

293,400

4,386,608

Intesa Sanpaolo SpA

304,069

1,286,427

TOTAL ITALY

5,673,035

Japan - 8.3%

Asics Corp.

110,000

980,582

Canon, Inc.

104,950

3,957,134

Denso Corp.

89,300

2,440,102

 

Shares

Value

Don Quijote Co. Ltd.

29,700

$ 793,767

Fanuc Ltd.

11,700

971,870

Goldcrest Co. Ltd.

23,480

712,773

Honda Motor Co. Ltd.

89,600

2,767,601

Japan Tobacco, Inc.

481

1,349,523

JSR Corp.

126,300

2,463,415

JTEKT Corp.

317,500

3,354,212

Keyence Corp.

9,500

1,886,088

Kirin Holdings Co. Ltd.

158,000

2,579,191

Mazda Motor Corp.

542,000

1,223,288

Misumi Group, Inc.

28,800

491,534

Mitsubishi Corp.

89,300

1,893,297

Mitsubishi UFJ Financial Group, Inc.

806,500

4,295,983

Mitsui & Co. Ltd.

197,500

2,593,902

Mitsui Sumitomo Insurance Group Holdings, Inc.

31,400

730,971

NHK Spring Co. Ltd.

68,000

530,972

Nichi-iko Pharmaceutical Co. Ltd.

33,000

981,712

Nitori Co. Ltd.

5,400

439,181

Nomura Holdings, Inc.

81,800

576,577

NSK Ltd.

271,000

1,574,533

Omron Corp.

207,900

3,500,980

ORIX Corp.

59,420

3,838,438

Rakuten, Inc.

3,995

2,736,133

Ricoh Co. Ltd.

193,000

2,623,062

Sawai Pharmaceutical Co. Ltd.

9,100

517,526

Shin-Etsu Chemical Co., Ltd.

61,800

3,277,516

SMC Corp.

10,700

1,222,057

Softbank Corp.

155,300

3,659,670

Sumco Corp.

112,200

2,141,272

Sumitomo Mitsui Financial Group, Inc.

63,100

2,144,896

Takashimaya Co. Ltd.

73,000

492,231

THK Co. Ltd.

95,800

1,655,498

Tokio Marine Holdings, Inc.

99,900

2,554,623

Tokyo Electron Ltd.

75,700

4,258,847

Toshiba Corp.

527,000

3,012,154

Toyota Motor Corp.

130,200

5,140,185

TOTAL JAPAN

82,363,296

Korea (South) - 1.0%

KB Financial Group, Inc. (a)

28,620

1,371,573

Kia Motors Corp. (a)

99,330

1,469,993

Lotte Shopping Co. Ltd.

468

131,693

MegaStudy Co. Ltd.

1,007

208,650

NHN Corp. (a)

11,388

1,673,458

Samsung Electronics Co. Ltd.

5,005

3,000,634

Shinhan Financial Group Co. Ltd. (a)

58,350

2,205,739

TOTAL KOREA (SOUTH)

10,061,740

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares) Class A (c)

93,400

3,177,468

Common Stocks - continued

Shares

Value

Luxembourg - continued

Millicom International Cellular SA (a)

15,000

$ 939,900

Tenaris SA

106,600

1,905,937

TOTAL LUXEMBOURG

6,023,305

Netherlands - 2.5%

Akzo Nobel NV

24,374

1,444,745

ASML Holding NV:

(Netherlands)

116,900

3,152,280

(NY Shares)

38,000

1,023,720

Gemalto NV (a)

46,834

1,976,929

ING Groep NV (Certificaten Van Aandelen) unit (a)

149,900

1,950,612

James Hardie Industries NV unit (a)

321,192

2,035,022

Koninklijke Philips Electronics NV

139,200

3,496,583

QIAGEN NV (a)

114,000

2,374,620

Randstad Holdings NV (a)

111,976

4,267,758

Royal DSM NV

54,494

2,392,889

TNT NV

13,000

345,873

TOTAL NETHERLANDS

24,461,031

Netherlands Antilles - 0.3%

Schlumberger Ltd.

52,800

3,284,160

Nigeria - 0.0%

Guaranty Trust Bank PLC GDR (Reg. S)

7,300

45,260

Norway - 0.3%

DnB NOR ASA (a)

144,000

1,658,511

Pronova BioPharma ASA (a)

296,200

920,759

Sevan Marine ASA (a)

370,000

600,286

TOTAL NORWAY

3,179,556

Russia - 0.1%

Lukoil Oil Co. sponsored ADR

21,500

1,230,015

Singapore - 0.3%

Avago Technologies Ltd.

20,000

300,000

CapitaLand Ltd.

417,000

1,208,950

Keppel Corp. Ltd.

234,000

1,344,484

TOTAL SINGAPORE

2,853,434

South Africa - 0.7%

AngloGold Ashanti Ltd. sponsored ADR

26,800

1,006,072

MTN Group Ltd.

283,500

4,263,840

Naspers Ltd. Class N

38,100

1,387,157

TOTAL SOUTH AFRICA

6,657,069

Spain - 1.7%

Banco Bilbao Vizcaya Argentaria SA

151,412

2,706,309

Banco Santander SA

246,663

3,969,097

NH Hoteles SA (a)

79,900

419,161

Telefonica SA

353,227

9,863,729

TOTAL SPAIN

16,958,296

Sweden - 0.5%

Elekta AB (B Shares)

137,600

2,593,442

 

Shares

Value

H&M Hennes & Mauritz AB (B Shares)

25,441

$ 1,445,000

Intrum Justitia AB

57,100

703,564

TOTAL SWEDEN

4,742,006

Switzerland - 4.0%

Actelion Ltd. (Reg.) (a)

61,362

3,387,737

Adecco SA (Reg.)

27,733

1,243,269

BB BIOTECH AG

19,114

1,310,467

Nestle SA (Reg.)

176,475

8,224,378

Nobel Biocare Holding AG (Switzerland)

56,850

1,617,796

Noble Corp.

37,000

1,507,380

Partners Group Holding

9,538

1,172,149

Roche Holding AG (participation certificate)

37,228

5,975,491

Sonova Holding AG

38,448

3,964,329

Swiss Reinsurance Co. (Reg.)

48,328

1,979,088

Syngenta AG (Switzerland)

2,100

497,144

UBS AG (For. Reg.) (a)

301,885

5,032,874

Zurich Financial Services AG (Reg.)

15,542

3,573,100

TOTAL SWITZERLAND

39,485,202

Taiwan - 0.6%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

310,350

1,211,045

MediaTek, Inc.

165,000

2,300,708

Taiwan Semiconductor Manufacturing Co. Ltd.

764,624

1,381,843

Wintek Corp. (a)

1,719,000

1,140,450

TOTAL TAIWAN

6,034,046

Thailand - 0.1%

Bangkok Bank Ltd. PCL (For. Reg.)

396,900

1,332,198

United Kingdom - 11.7%

Aberdeen Asset Management PLC

922,509

2,002,269

Aegis Group PLC

435,400

786,324

Anglo American PLC (United Kingdom) (a)

74,318

2,702,639

Babcock International Group PLC

145,600

1,449,814

Barclays PLC

1,130,288

5,925,900

Barclays PLC Sponsored ADR

157,000

3,281,300

BG Group PLC

267,888

4,640,085

BG Group PLC sponsored ADR

11,900

1,028,874

BHP Billiton PLC

278,765

7,521,911

Bovis Homes Group PLC

62,800

424,690

BP PLC

1,103,700

10,345,408

British American Tobacco PLC sponsored ADR

13,000

834,990

British Land Co. PLC

123,960

961,010

Carphone Warehouse Group PLC

913,058

2,759,767

Cookson Group PLC

126,670

759,287

Debenhams PLC

809,910

1,035,844

Hays PLC

468,790

753,497

HSBC Holdings PLC:

(Hong Kong) (Reg.)

74,645

824,308

(United Kingdom) (Reg.)

1,213,942

13,418,670

Common Stocks - continued

Shares

Value

United Kingdom - continued

HSBC Holdings PLC: - continued

sponsored ADR

57,000

$ 3,157,230

IG Group Holdings PLC

288,329

1,428,656

Inchcape PLC (a)

1,615,900

778,651

InterContinental Hotel Group PLC

115,278

1,485,718

International Personal Finance PLC

517,515

1,744,344

Johnson Matthey PLC

56,210

1,303,072

Kesa Electricals PLC

352,300

768,702

Lloyds TSB Group PLC

153,100

218,758

Man Group PLC

703,767

3,581,878

Misys PLC

423,200

1,438,951

Mothercare PLC

23,700

224,125

National Grid PLC

98,300

978,824

Prudential PLC

218,655

1,997,767

Reckitt Benckiser Group PLC

88,541

4,411,877

Rio Tinto PLC (Reg.)

156,940

6,940,609

Royal Dutch Shell PLC Class B

294,707

8,486,704

Segro PLC

225,300

1,305,738

Serco Group PLC

291,556

2,419,710

SSL International PLC

264,504

2,755,397

Standard Chartered PLC (United Kingdom)

145,336

3,580,383

Taylor Wimpey PLC (a)

2,421,144

1,471,558

The Game Group PLC

180,900

440,156

Vodafone Group PLC sponsored ADR

51,112

1,134,175

Wolseley PLC (a)

78,760

1,600,835

Xstrata PLC

101,976

1,477,519

TOTAL UNITED KINGDOM

116,587,924

United States of America - 39.9%

3M Co.

27,000

1,986,390

Agilent Technologies, Inc.

82,000

2,028,680

Albemarle Corp.

32,000

1,010,560

Allscripts-Misys Healthcare Solutions, Inc.

13,000

253,500

Amazon.com, Inc. (a)

47,800

5,679,118

American Express Co.

373,000

12,995,320

Anadarko Petroleum Corp.

169,000

10,297,170

Apple, Inc. (a)

106,600

20,094,100

Applied Materials, Inc.

85,700

1,045,540

Applied Micro Circuits Corp. (a)

60,000

469,200

Ardea Biosciences, Inc. (a)

9,000

121,500

Arena Resources, Inc. (a)

13,000

484,380

Armstrong World Industries, Inc. (a)

80,000

2,980,000

AsiaInfo Holdings, Inc. (a)

27,400

604,444

Avon Products, Inc.

24,000

769,200

Ball Corp.

32,000

1,578,560

BioCryst Pharmaceuticals, Inc. (a)(c)

35,000

312,550

Blue Coat Systems, Inc. (a)

37,000

824,360

BMC Software, Inc. (a)

47,000

1,746,520

Bruker BioSciences Corp. (a)

92,000

997,280

C.H. Robinson Worldwide, Inc.

40,000

2,204,400

Cameron International Corp. (a)

4,000

147,880

 

Shares

Value

CareFusion Corp. (a)

75,000

$ 1,677,750

Caterpillar, Inc.

33,000

1,816,980

Celanese Corp. Class A

403,560

11,077,722

Cerner Corp. (a)

21,000

1,596,840

Cisco Systems, Inc. (a)

527,000

12,041,950

Citrix Systems, Inc. (a)

204,000

7,499,040

CME Group, Inc.

11,300

3,419,493

Coach, Inc.

32,000

1,055,040

Comerica, Inc.

214,000

5,938,500

CONSOL Energy, Inc.

4,300

184,083

CSX Corp.

326,000

13,750,680

Cummins, Inc.

123,800

5,330,828

Dendreon Corp. (a)

65,000

1,642,550

Dow Chemical Co.

100,000

2,348,000

DSW, Inc. Class A (a)

146,000

2,803,200

eBay, Inc. (a)

151,000

3,362,770

ebix.com, Inc. (a)

10,000

616,000

Express Scripts, Inc. (a)

163,000

13,026,960

FedEx Corp.

24,000

1,744,560

Franklin Resources, Inc.

6,000

627,780

Freeport-McMoRan Copper & Gold, Inc.

24,600

1,804,656

G-III Apparel Group Ltd. (a)

51,000

816,510

Genworth Financial, Inc. Class A

65,000

690,300

Goldman Sachs Group, Inc.

41,000

6,976,970

Google, Inc. Class A (a)

38,200

20,479,784

Harley-Davidson, Inc.

99,000

2,467,080

Henry Schein, Inc. (a)

6,000

316,980

Hewlett-Packard Co.

214,000

10,156,440

ImmunoGen, Inc. (a)

45,523

304,549

Informatica Corp. (a)

56,000

1,188,880

Intel Corp.

81,000

1,547,910

iRobot Corp. (a)

73,000

976,010

J. Crew Group, Inc. (a)

19,000

774,820

Johnson Controls, Inc.

48,419

1,158,182

JPMorgan Chase & Co.

378,400

15,805,768

Kennametal, Inc.

33,000

777,480

King Pharmaceuticals, Inc. (a)

30,000

303,900

Lam Research Corp. (a)

98,000

3,304,560

Life Technologies Corp. (a)

186,000

8,773,620

Lubrizol Corp.

63,000

4,193,280

M&T Bank Corp. (c)

15,000

942,750

Mako Surgical Corp. (a)

79,700

721,285

Massey Energy Co.

10,000

290,900

McKesson Corp.

53,000

3,112,690

Medco Health Solutions, Inc. (a)

41,000

2,300,920

Micromet, Inc. (a)

100,000

511,000

Morgan Stanley

359,700

11,553,564

National Oilwell Varco, Inc. (a)

71,000

2,910,290

NetApp, Inc. (a)

23,000

622,150

Norfolk Southern Corp.

62,000

2,890,440

Occidental Petroleum Corp.

215,000

16,314,200

Oil States International, Inc. (a)

37,000

1,274,280

Owens-Illinois, Inc. (a)

30,000

956,400

Common Stocks - continued

Shares

Value

United States of America - continued

Peabody Energy Corp.

14,000

$ 554,260

Philip Morris International, Inc.

97,000

4,593,920

PMC-Sierra, Inc. (a)

58,000

494,160

Polaris Industries, Inc.

51,000

2,145,570

Polo Ralph Lauren Corp. Class A

5,000

372,100

Precision Castparts Corp.

58,000

5,540,740

Pride International, Inc. (a)

62,000

1,832,720

Range Resources Corp.

29,000

1,451,450

Red Hat, Inc. (a)

41,000

1,058,210

Regal-Beloit Corp.

37,200

1,743,936

Republic Services, Inc.

7,000

181,370

Rockwell Automation, Inc.

6,000

245,700

Ross Stores, Inc.

93,306

4,106,397

Schweitzer-Mauduit International, Inc.

20,000

1,033,000

Smith International, Inc.

118,000

3,272,140

Solera Holdings, Inc.

61,000

1,965,420

Southwestern Energy Co. (a)

40,000

1,743,200

Starbucks Corp. (a)

48,000

911,040

Starwood Hotels & Resorts Worldwide, Inc.

44,000

1,278,640

SVB Financial Group (a)

5,000

206,250

Taleo Corp. Class A (a)

13,000

282,620

Targacept, Inc. (a)

13,000

243,750

Teradyne, Inc. (a)

493,000

4,126,410

TETRA Technologies, Inc. (a)

61,000

577,060

The Coca-Cola Co.

70,600

3,763,686

The Walt Disney Co.

147,000

4,023,390

TIBCO Software, Inc. (a)

7,000

61,250

TJX Companies, Inc.

210,000

7,843,500

U.S. Bancorp, Delaware

36,300

842,886

Union Pacific Corp.

394,500

21,752,732

United Therapeutics Corp. (a)

26,000

1,106,040

Unum Group

8,000

159,600

Verisk Analytics, Inc.

11,300

309,959

VF Corp.

11,000

781,440

Viacom, Inc. Class B (non-vtg.) (a)

204,700

5,647,673

Visa, Inc. Class A

50,700

3,841,032

Walgreen Co.

216,000

8,171,280

WD-40 Co.

7,000

220,430

WebMD Health Corp. Class A (a)

58,660

1,997,960

Wilmington Trust Corp., Delaware

174,000

2,096,700

WMS Industries, Inc. (a)

138,000

5,517,240

Wyndham Worldwide Corp.

95,370

1,626,059

TOTAL UNITED STATES OF AMERICA

397,132,846

TOTAL COMMON STOCKS

(Cost $866,460,997)

950,195,472

Nonconvertible Preferred Stocks - 0.3%

Shares

Value

Italy - 0.3%

Intesa Sanpaolo SpA
(Cost $2,966,215)

809,900

$ 2,651,774

Convertible Bonds - 0.4%

 

Principal Amount

 

Bermuda - 0.2%

Ingersoll-Rand Global Holding Co. Ltd. 4.5% 4/15/12

$ 890,000

1,653,264

United States of America - 0.2%

Hertz Global Holdings, Inc. 5.25% 6/1/14

1,340,000

1,830,758

Micron Technology, Inc. 4.25% 10/15/13

320,000

486,000

TOTAL UNITED STATES OF AMERICA

2,316,758

TOTAL CONVERTIBLE BONDS

(Cost $2,713,213)

3,970,022

Money Market Funds - 1.9%

Shares

 

Fidelity Cash Central Fund, 0.20% (d)

14,197,415

14,197,415

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

4,452,550

4,452,550

TOTAL MONEY MARKET FUNDS

(Cost $18,649,965)

18,649,965

TOTAL INVESTMENT PORTFOLIO - 98.1%

(Cost $890,790,390)

975,467,233

NET OTHER ASSETS - 1.9%

18,829,722

NET ASSETS - 100%

$ 994,296,955

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 284,883

Fidelity Securities Lending Cash Central Fund

182,875

Total

$ 467,758

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United States of America

$ 397,132,846

$ 397,132,846

$ -

$ -

United Kingdom

116,587,924

70,646,325

45,941,599

-

Japan

82,363,296

-

82,363,296

-

France

47,433,674

33,942,329

13,491,345

-

Germany

43,498,076

33,868,684

9,629,392

-

Switzerland

39,485,202

33,955,184

5,530,018

-

Netherlands

24,461,031

13,826,534

10,634,497

-

Australia

20,046,117

-

20,046,117

-

China

17,637,943

8,349,282

9,288,661

-

Other

164,201,137

105,780,980

58,420,157

-

Corporate Bonds

3,970,022

-

3,970,022

-

Money Market Funds

18,649,965

18,649,965

-

-

Total Investments in Securities

$ 975,467,233

$ 716,152,129

$ 259,315,104

$ -

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

Investments in Securities:

Beginning Balance

$ 336,547

Total Realized Gain (Loss)

(1,382,609)

Total Unrealized Gain (Loss)

1,180,463

Cost of Purchases

-

Proceeds of Sales

(134,401)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $258,557,473 of which $115,120,141 and $143,437,332 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Worldwide

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $4,135,025) - See accompanying schedule:

Unaffiliated issuers (cost $872,140,425)

$ 956,817,268

 

Fidelity Central Funds (cost $18,649,965)

18,649,965

 

Total Investments (cost $890,790,390)

 

$ 975,467,233

Foreign currency held at value
(cost $4)

4

Receivable for investments sold

50,934,030

Receivable for fund shares sold

839,931

Dividends receivable

1,362,376

Interest receivable

32,134

Distributions receivable from Fidelity Central Funds

4,964

Prepaid expenses

6,047

Other receivables

171,636

Total assets

1,028,818,355

 

 

 

Liabilities

Payable to custodian bank

$ 1,044,328

Payable for investments purchased

27,106,313

Payable for fund shares redeemed

712,533

Accrued management fee

741,957

Distribution fees payable

828

Other affiliated payables

301,708

Other payables and accrued expenses

161,183

Collateral on securities loaned, at value

4,452,550

Total liabilities

34,521,400

 

 

 

Net Assets

$ 994,296,955

Net Assets consist of:

 

Paid in capital

$ 1,180,525,164

Undistributed net investment income

5,696,383

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

(276,596,321)

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

84,671,729

Net Assets

$ 994,296,955

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($992,570 ÷ 66,349 shares)

$ 14.96

 

 

 

Maximum offering price per share (100/94.25 of $14.96)

$ 15.87

Class T:
Net Asset Value
and redemption price per share ($457,977 ÷ 30,659 shares)

$ 14.94

 

 

 

Maximum offering price per share (100/96.50 of $14.94)

$ 15.48

Class B:
Net Asset Value
and offering price per share ($224,477 ÷ 15,079 shares)A

$ 14.89

 

 

 

Class C:
Net Asset Value
and offering price per share ($335,417 ÷ 22,530 shares)A

$ 14.89

 

 

 

Worldwide:
Net Asset Value
, offering price and redemption price per share ($991,996,036 ÷ 66,211,078 shares)

$ 14.98

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($290,478 ÷ 19,369 shares)

$ 15.00

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

Worldwide
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 19,268,128

Interest

 

108,728

Income from Fidelity Central Funds

 

467,758

 

 

19,844,614

Less foreign taxes withheld

 

(891,234)

Total income

 

18,953,380

 

 

 

Expenses

Management fee
Basic fee

$ 6,270,401

Performance adjustment

1,382,658

Transfer agent fees

2,723,416

Distribution fees

3,837

Accounting and security lending fees

417,317

Custodian fees and expenses

191,487

Independent trustees' compensation

6,324

Registration fees

98,295

Audit

79,340

Legal

4,579

Miscellaneous

20,031

Total expenses before reductions

11,197,685

Expense reductions

(319,354)

10,878,331

Net investment income (loss)

8,075,049

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $64,613)

(130,979,988)

Foreign currency transactions

(506,161)

Futures contracts

1,233,316

Total net realized gain (loss)

 

(130,252,833)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $51,652)

233,637,400

Assets and liabilities in foreign currencies

54,443

Total change in net unrealized appreciation (depreciation)

 

233,691,843

Net gain (loss)

103,439,010

Net increase (decrease) in net assets resulting from operations

$ 111,514,059

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 8,075,049

$ 12,367,196

Net realized gain (loss)

(130,252,833)

(143,763,130)

Change in net unrealized appreciation (depreciation)

233,691,843

(564,532,626)

Net increase (decrease) in net assets resulting from operations

111,514,059

(695,928,560)

Distributions to shareholders from net investment income

(11,746,083)

(8,541,065)

Distributions to shareholders from net realized gain

-

(169,398,247)

Total distributions

(11,746,083)

(177,939,312)

Share transactions - net increase (decrease)

(40,383,349)

35,066,852

Redemption fees

26,981

83,803

Total increase (decrease) in net assets

59,411,608

(838,717,217)

 

 

 

Net Assets

Beginning of period

934,885,347

1,773,602,564

End of period (including undistributed net investment income of $5,696,383 and undistributed net investment income of $10,091,805, respectively)

$ 994,296,955

$ 934,885,347

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

Annual Report

Financial Highlights - Class A

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss) E

  (.01)

Net realized and unrealized gain (loss)

  4.09

Total from investment operations

  4.08

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.96

Total Return B, C, D

  37.50%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  1.52% A

Expenses net of fee waivers, if any

  1.52% A

Expenses net of all reductions

  1.49% A

Net investment income (loss)

  (.06)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 993

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

Financial Highlights - Class T

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.01)

Net realized and unrealized gain (loss)

  4.07

Total from investment operations

  4.06

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.94

Total ReturnB, C, D

  37.32%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.73% A

Expenses net of fee waivers, if any

  1.73% A

Expenses net of all reductions

  1.70% A

Net investment income (loss)

  (.08)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 458

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.03)

Net realized and unrealized gain (loss)

  4.04

Total from investment operations

  4.01

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.89

Total Return B, C, D

  36.86%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.20% A

Expenses net of fee waivers, if any

  2.20%A

Expenses net of all reductions

  2.17%A

Net investment income (loss)

  (.30)%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 224

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

Financial Highlights - Class C

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.04)

Net realized and unrealized gain (loss)

  4.05

Total from investment operations

  4.01

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.89

Total Return B, C, D

  36.86%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.18% A

Expenses net of fee waivers, if any

  2.18% A

Expenses net of all reductions

  2.15% A

Net investment income (loss)

  (.39)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 335

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Worldwide

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.40

$ 25.18

$ 21.82

$ 19.05

$ 16.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .12

.16

.14

.17

.15 E

Net realized and unrealized gain (loss)

  1.63

(9.44)

6.05

3.74

2.30

Total from investment operations

  1.75

(9.28)

6.19

3.91

2.45

Distributions from net investment income

  (.17)

(.12)

(.17)

(.10)

(.10)

Distributions from net realized gain

  -

(2.38)

(2.66)

(1.04)

(.02)

Total distributions

  (.17)

(2.50)

(2.83)

(1.14)

(.12)

Redemption fees added to paid in capital B, G

  -

-

-

-

-

Net asset value, end of period

$ 14.98

$ 13.40

$ 25.18

$ 21.82

$ 19.05

Total Return A

  13.39%

(40.66)%

31.87%

21.31%

14.71%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.27%

1.21%

1.04%

1.08%

1.07%

Expenses net of fee waivers, if any

  1.27%

1.21%

1.04%

1.08%

1.07%

Expenses net of all reductions

  1.24%

1.19%

1.02%

1.02%

1.01%

Net investment income (loss)

  .92%

.84%

.66%

.85%

.82% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 991,996

$ 934,885

$ 1,773,603

$ 1,328,219

$ 1,181,044

Portfolio turnover rate D

  224%

264%

128%

205%

93%

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

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

E Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .60%.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

Financial Highlights - Institutional Class

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)D

  .06

Net realized and unrealized gain (loss)

  4.06

Total from investment operations

  4.12

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 15.00

Total Return B, C

  37.87%

Ratios to Average Net AssetsE, H

 

Expenses before reductions

  1.17% A

Expenses net of fee waivers, if any

  1.17% A

Expenses net of all reductions

  1.15% A

Net investment income (loss)

  .62% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 290

Portfolio turnover rate F

  224%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Worldwide Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Worldwide and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class A, Class T, Class B, Class C, and Institutional Class shares and the existing class was designated Worldwide on February 19, 2009. 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

Notes to Financial Statements - continued

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, capital loss carryforwards, and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 125,205,472

Gross unrealized depreciation

(59,513,558)

Net unrealized appreciation (depreciation)

$ 65,691,914

 

 

Tax Cost

$ 909,775,319

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

Undistributed ordinary income

$ 6,642,765

Capital loss carryforward

$ (258,557,473)

Net unrealized appreciation (depreciation)

$ 65,738,452

Annual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 11,746,083

$ 54,093,535

Long-term Capital Gains

-

123,845,777

Total

$ 11,746,083

$ 177,939,312

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives. While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

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

 

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in Unrealized
Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 1,233,316

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 1,233,316

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $1,233,316 for futures contracts.

Annual Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $1,908,142,781 and $1,936,522,727, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Worldwide as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .87% 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%

$ 662

$ 232

Class T

.25%

.25%

758

420

Class B

.75%

.25%

1,106

1,042

Class C

.75%

.25%

1,311

1,056

 

 

 

$ 3,837

$ 2,750

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 1,937

Class T

132

 

$ 2,069

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 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 845

.31*

Class T

435

.28*

Class B

286

.25*

Class C

324

.24*

Worldwide

2,721,292

.31

Institutional Class

234

.21*

 

$ 2,723,416

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $60,950 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,580 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $182,875.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Worldwide's operating expenses. During the period, this reimbursement reduced the class' expenses by $63,875.

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 $255,064 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 $415.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Worldwide

$ 11,746,083

$ 8,541,065

From net realized gain

 

 

Worldwide

$ -

$ 169,398,247

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009A

2008

2009A

2008

Class A

 

 

 

 

Shares sold

68,262

-

$ 954,848

$ -

Shares redeemed

(1,913)

-

(30,621)

-

Net increase (decrease)

66,349

-

$ 924,227

$ -

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009A

2008

2009A

2008

Class T

 

 

 

 

Shares sold

31,350

-

$ 413,190

$ -

Shares redeemed

(691)

-

(10,728)

-

Net increase (decrease)

30,659

-

$ 402,462

$ -

Class B

 

 

 

 

Shares sold

16,229

-

$ 199,531

$ -

Shares redeemed

(1,150)

-

(18,389)

-

Net increase (decrease)

15,079

-

$ 181,142

$ -

Class C

 

 

 

 

Shares sold

23,542

-

$ 304,403

$ -

Shares redeemed

(1,012)

-

(14,575)

-

Net increase (decrease)

22,530

-

$ 289,828

$ -

Worldwide

 

 

 

 

Shares sold

9,823,250

15,425,394

$ 126,506,866

$ 303,265,276

Reinvestment of distributions

959,833

7,926,720

11,413,258

172,247,752

Shares redeemed

(14,319,175)

(24,051,522)

(180,350,310)

(440,446,176)

Net increase (decrease)

(3,536,092)

(699,408)

$ (42,430,186)

$ 35,066,852

Institutional Class

 

 

 

 

Shares sold

19,375

-

$ 249,261

$ -

Shares redeemed

(6)

-

(83)

-

Net increase (decrease)

19,369

-

$ 249,178

$ -

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Worldwide Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Worldwide Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, 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 periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Worldwide Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-
present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Worldwide 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

12/07/09

12/04/09

$0.0990

$0.0150

Class T

12/07/09

12/04/09

$0.0700

$0.0150

Class B

12/07/09

12/04/09

$0.0000

$0.0130

Class C

12/07/09

12/04/09

$0.0280

$0.0150

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Worldwide Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (The fund did not offer Advisor classes as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Worldwide Fund


fid426

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the second quartile for all the periods shown. The Board also stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Worldwide Fund


fid428

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

In connection with the renewal of the fund's management contract, the Board also approved non-material amendments to the fund's management contract to clarify certain provisions regarding the calculation of the fund's performance adjustment.

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

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

The Board noted that the fund's total expenses ranked below its competitive median for 2008.

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

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

Annual Report

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

AWLD-UANN-1209
1.883445.100

fid247

(Fidelity Investment logo)(registered trademark)

Fidelity Advisor
Worldwide Fund
Institutional Class

Annual Report

October 31, 2009

Institutional Class is a class of
Fidelity® Worldwide Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10
years

Institutional Class A

13.54%

4.33%

3.44%

A The initial offering of Institutional Class took place on February 19, 2009. Returns prior to February 19, 2009 are those of Worldwide, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Worldwide Fund - Institutional Class, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI® World Index performed over the same period. The initial offering of Institutional Class took place on February 19, 2009. See above for additional information regarding the performance of Institutional Class.


fid443

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from William Kennedy, Lead Portfolio Manager of Fidelity Advisor Worldwide Fund and manager of its non-U.S. equity investments, and from Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio: For the 12 months ending October 31, 2009, the fund's Advisor Class shares lagged the 18.94% return of the MSCI World Index. (For specific class-level returns, please see the performance section of this report.) The fund's focus on higher-quality stocks hindered performance as lower-quality, higher-risk stocks led the market rally that began last March. Stock selection in financials did the most damage versus the index, followed by underweightings and disappointing stock picks in industrials and energy. On a geographic basis, the fund had weak security selection in Europe, Japan, Australia and the United States. The biggest individual detractors included Union Pacific, a West Coast railroad pressured by declining railroad volumes, and Well Fargo, a West Coast bank hurt by higher-than-anticipated mortgage losses. Overseas disappointments included investment bank Nomura Holdings, a high-quality Japanese financial that lagged lower-quality European financials in the spring rally. The fund benefited from strong stock picking in China and Brazil, which are not in the index, as well as in the telecommunication services and materials sectors. Top contributors included Temple-Inland, a U.S. boxboard and building products company that climbed nicely. Wells Fargo and Temple-Inland were no longer in the portfolio at period end. On the international side, not owning German car maker and index component Volkswagen proved helpful, as the stock plunged.

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

Annual Report

Worldwide

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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.55%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.20

$ 8.68

HypotheticalA

 

$ 1,000.00

$ 1,017.39

$ 7.88

Class T

1.77%

 

 

 

Actual

 

$ 1,000.00

$ 1,219.60

$ 9.90

HypotheticalA

 

$ 1,000.00

$ 1,016.28

$ 9.00

Class B

2.24%

 

 

 

Actual

 

$ 1,000.00

$ 1,216.50

$ 12.51

HypotheticalA

 

$ 1,000.00

$ 1,013.91

$ 11.37

Class C

2.22%

 

 

 

Actual

 

$ 1,000.00

$ 1,216.50

$ 12.40

HypotheticalA

 

$ 1,000.00

$ 1,014.01

$ 11.27

Worldwide

1.26%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.90

$ 7.06

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.41

Institutional Class

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,223.50

$ 6.67

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Worldwide

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

United States of America

43.9%

 

fid265

United Kingdom

11.7%

 

fid267

Japan

8.3%

 

fid269

France

4.8%

 

fid271

Germany

4.4%

 

fid273

Switzerland

4.0%

 

fid275

Netherlands

2.5%

 

fid277

Australia

2.0%

 

fid279

China

1.8%

 

fid281

Other

16.6%

 

fid455

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

As of April 30, 2009

fid263

United States of America

47.8%

 

fid265

Japan

11.2%

 

fid267

United Kingdom

10.3%

 

fid269

Germany

5.3%

 

fid271

France

5.2%

 

fid273

Switzerland

5.1%

 

fid275

Australia

1.7%

 

fid277

Netherlands

1.4%

 

fid279

China

1.3%

 

fid281

Other

10.7%

 

fid467

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.8

97.8

Bonds

0.4

0.7

Short-Term Investments and Net Other Assets

3.8

1.5

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Union Pacific Corp. (United States of America, Road & Rail)

2.2

2.2

Google, Inc. Class A (United States of America, Internet Software & Services)

2.1

2.3

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

2.0

2.0

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.6

0.9

Occidental Petroleum Corp. (United States of America, Oil, Gas & Consumable Fuels)

1.6

0.1

JPMorgan Chase & Co. (United States of America, Diversified Financial Services)

1.6

2.1

CSX Corp. (United States of America, Road & Rail)

1.4

0.0

Express Scripts, Inc. (United States of America, Health Care Providers & Services)

1.3

1.2

American Express Co. (United States of America, Consumer Finance)

1.3

0.1

Cisco Systems, Inc. (United States of America, Communications Equipment)

1.2

1.2

 

16.3

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

19.7

Information Technology

17.3

19.7

Industrials

13.3

9.4

Consumer Discretionary

11.6

12.0

Energy

9.3

8.2

Health Care

8.5

8.7

Materials

7.7

7.8

Consumer Staples

5.1

5.8

Telecommunication Services

2.8

4.7

Utilities

0.8

0.9

Annual Report

Worldwide

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 95.5%

Shares

Value

Australia - 2.0%

Billabong International Ltd.

125,750

$ 1,163,139

BlueScope Steel Ltd.

633,651

1,678,718

Commonwealth Bank of Australia

91,076

4,207,365

Goodman Group unit

1,060,044

568,217

Macquarie Group Ltd.

52,724

2,308,325

National Australia Bank Ltd.

114,703

3,029,642

Newcrest Mining Ltd.

97,396

2,798,694

QBE Insurance Group Ltd.

67,910

1,367,174

Wesfarmers Ltd.

61,452

1,532,922

Westfield Group unit

128,519

1,391,921

TOTAL AUSTRALIA

20,046,117

Bailiwick of Jersey - 0.5%

Experian PLC

158,300

1,452,824

Informa PLC

723,000

3,480,347

TOTAL BAILIWICK OF JERSEY

4,933,171

Belgium - 0.6%

Anheuser-Busch InBev SA NV

133,004

6,264,084

Bermuda - 0.5%

Aquarius Platinum Ltd. (United Kingdom)

81,666

349,545

Huabao International Holdings Ltd.

1,060,000

1,011,113

Marvell Technology Group Ltd. (a)

56,000

768,320

Ports Design Ltd.

200,500

540,339

Seadrill Ltd. (a)

100,300

2,094,948

Xyratex Ltd. (a)

46,000

480,700

TOTAL BERMUDA

5,244,965

Brazil - 1.0%

BM&F BOVESPA SA

170,798

1,100,703

Itau Unibanco Banco Multiplo SA ADR

74,140

1,419,040

Petroleo Brasileiro SA - Petrobras sponsored ADR

53,000

2,449,660

Vivo Participacoes SA sponsored ADR

170,425

4,132,806

Votorantim Celulose e Papel SA sponsored ADR (a)

84,539

1,161,566

TOTAL BRAZIL

10,263,775

British Virgin Islands - 0.1%

Playtech Ltd.

200,359

1,183,395

Canada - 1.1%

Keyera Facilities Income Fund

45,000

824,491

Niko Resources Ltd.

26,700

2,159,967

Open Text Corp. (a)

91,100

3,398,846

PetroBakken Energy Ltd. Class A

89,502

2,580,461

Petrobank Energy & Resources Ltd. (a)

46,800

2,046,001

TOTAL CANADA

11,009,766

Cayman Islands - 0.3%

BaWang International (Group) Holding Ltd.

1,408,000

572,148

Belle International Holdings Ltd.

533,000

538,144

China Dongxiang Group Co. Ltd.

1,336,000

816,300

 

Shares

Value

China High Speed Transmission Equipment Group Co. Ltd.

32,000

$ 64,177

Hengdeli Holdings Ltd.

2,160,000

703,329

TOTAL CAYMAN ISLANDS

2,694,098

Chile - 0.0%

Embotelladora Andina SA sponsored ADR

23,000

419,750

China - 1.8%

Baidu.com, Inc. sponsored ADR (a)

20,100

7,596,192

BYD Co. Ltd. (H Shares) (a)

257,500

2,357,546

NetEase.com, Inc. sponsored ADR (a)

19,500

753,090

Tencent Holdings Ltd.

209,400

3,646,289

ZTE Corp. (H Shares)

592,784

3,284,826

TOTAL CHINA

17,637,943

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

1,232,268

70,810

Denmark - 1.0%

Novo Nordisk AS Series B

61,146

3,808,175

Vestas Wind Systems AS (a)

28,002

1,984,799

William Demant Holding AS (a)

51,100

3,652,309

TOTAL DENMARK

9,445,283

Finland - 0.2%

Nokian Tyres PLC

68,200

1,459,230

France - 4.8%

Accor SA

26,560

1,277,082

Air France KLM (Reg.) (a)

145,500

2,239,596

Alstom SA

28,675

1,996,959

Atos Origin SA (a)

26,644

1,252,303

AXA SA

158,437

3,940,089

BNP Paribas SA

69,124

5,233,464

Cap Gemini SA

37,200

1,730,384

Credit Agricole SA

55,600

1,072,227

Danone

34,996

2,109,115

Iliad Group SA

27,158

2,945,373

LVMH Moet Hennessy - Louis Vuitton

14,519

1,509,468

Orpea

32,200

1,454,686

Pernod Ricard SA

20,700

1,729,885

PPR SA

18,950

2,073,593

Sanofi-Aventis

46,582

3,414,330

Schneider Electric SA

41,317

4,317,410

Societe Generale Series A

19,378

1,581,592

Total SA Series B

102,562

6,136,926

Unibail-Rodamco

6,389

1,419,192

TOTAL FRANCE

47,433,674

Germany - 4.4%

Aixtron AG

135,700

4,067,672

BASF AG

39,844

2,140,084

Bayerische Motoren Werke AG (BMW)

57,542

2,819,285

Beiersdorf AG

32,240

1,987,852

Daimler AG (Reg.)

53,918

2,600,465

Common Stocks - continued

Shares

Value

Germany - continued

Deutsche Bank AG

22,004

$ 1,576,146

Deutsche Boerse AG

36,623

2,970,559

Deutsche Post AG

58,109

982,941

E.ON AG

180,785

6,940,831

GEA Group AG

113,972

2,151,790

HeidelbergCement AG

52,766

3,162,595

MAN SE

39,453

3,250,034

Metro AG

13,600

755,694

Munich Re Group (Reg.)

9,825

1,556,257

SGL Carbon AG (a)

28,200

1,083,090

Siemens AG (Reg.)

60,573

5,452,781

TOTAL GERMANY

43,498,076

Greece - 0.5%

EFG Eurobank Ergasias SA

127,400

2,043,483

Hellenic Telecommunications Organization SA

74,802

1,265,861

National Bank of Greece SA (a)

56,200

2,091,511

TOTAL GREECE

5,400,855

Hong Kong - 0.9%

BYD Electronic International Co. Ltd. (a)

1,139,500

1,062,359

Cheung Kong Holdings Ltd.

167,000

2,119,501

Sinotruk Hong Kong Ltd.

1,059,000

1,259,242

Sun Hung Kai Properties Ltd.

147,000

2,227,182

Techtronic Industries Co. Ltd.

2,307,500

1,853,653

TOTAL HONG KONG

8,521,937

India - 0.4%

Indiabulls Real Estate Ltd. (a)

299,879

1,570,026

Reliance Industries Ltd.

30,578

1,238,173

Tata Steel Ltd.

159,920

1,581,912

TOTAL INDIA

4,390,111

Ireland - 1.6%

Covidien PLC

56,000

2,358,720

CRH PLC

83,323

2,036,618

Ingersoll-Rand Co. Ltd.

290,800

9,186,372

Paddy Power PLC (Ireland)

79,400

2,544,799

TOTAL IRELAND

16,126,509

Israel - 0.6%

Teva Pharmaceutical Industries Ltd. sponsored ADR

119,800

6,047,504

Italy - 0.6%

Fiat SpA (a)

293,400

4,386,608

Intesa Sanpaolo SpA

304,069

1,286,427

TOTAL ITALY

5,673,035

Japan - 8.3%

Asics Corp.

110,000

980,582

Canon, Inc.

104,950

3,957,134

Denso Corp.

89,300

2,440,102

 

Shares

Value

Don Quijote Co. Ltd.

29,700

$ 793,767

Fanuc Ltd.

11,700

971,870

Goldcrest Co. Ltd.

23,480

712,773

Honda Motor Co. Ltd.

89,600

2,767,601

Japan Tobacco, Inc.

481

1,349,523

JSR Corp.

126,300

2,463,415

JTEKT Corp.

317,500

3,354,212

Keyence Corp.

9,500

1,886,088

Kirin Holdings Co. Ltd.

158,000

2,579,191

Mazda Motor Corp.

542,000

1,223,288

Misumi Group, Inc.

28,800

491,534

Mitsubishi Corp.

89,300

1,893,297

Mitsubishi UFJ Financial Group, Inc.

806,500

4,295,983

Mitsui & Co. Ltd.

197,500

2,593,902

Mitsui Sumitomo Insurance Group Holdings, Inc.

31,400

730,971

NHK Spring Co. Ltd.

68,000

530,972

Nichi-iko Pharmaceutical Co. Ltd.

33,000

981,712

Nitori Co. Ltd.

5,400

439,181

Nomura Holdings, Inc.

81,800

576,577

NSK Ltd.

271,000

1,574,533

Omron Corp.

207,900

3,500,980

ORIX Corp.

59,420

3,838,438

Rakuten, Inc.

3,995

2,736,133

Ricoh Co. Ltd.

193,000

2,623,062

Sawai Pharmaceutical Co. Ltd.

9,100

517,526

Shin-Etsu Chemical Co., Ltd.

61,800

3,277,516

SMC Corp.

10,700

1,222,057

Softbank Corp.

155,300

3,659,670

Sumco Corp.

112,200

2,141,272

Sumitomo Mitsui Financial Group, Inc.

63,100

2,144,896

Takashimaya Co. Ltd.

73,000

492,231

THK Co. Ltd.

95,800

1,655,498

Tokio Marine Holdings, Inc.

99,900

2,554,623

Tokyo Electron Ltd.

75,700

4,258,847

Toshiba Corp.

527,000

3,012,154

Toyota Motor Corp.

130,200

5,140,185

TOTAL JAPAN

82,363,296

Korea (South) - 1.0%

KB Financial Group, Inc. (a)

28,620

1,371,573

Kia Motors Corp. (a)

99,330

1,469,993

Lotte Shopping Co. Ltd.

468

131,693

MegaStudy Co. Ltd.

1,007

208,650

NHN Corp. (a)

11,388

1,673,458

Samsung Electronics Co. Ltd.

5,005

3,000,634

Shinhan Financial Group Co. Ltd. (a)

58,350

2,205,739

TOTAL KOREA (SOUTH)

10,061,740

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares) Class A (c)

93,400

3,177,468

Common Stocks - continued

Shares

Value

Luxembourg - continued

Millicom International Cellular SA (a)

15,000

$ 939,900

Tenaris SA

106,600

1,905,937

TOTAL LUXEMBOURG

6,023,305

Netherlands - 2.5%

Akzo Nobel NV

24,374

1,444,745

ASML Holding NV:

(Netherlands)

116,900

3,152,280

(NY Shares)

38,000

1,023,720

Gemalto NV (a)

46,834

1,976,929

ING Groep NV (Certificaten Van Aandelen) unit (a)

149,900

1,950,612

James Hardie Industries NV unit (a)

321,192

2,035,022

Koninklijke Philips Electronics NV

139,200

3,496,583

QIAGEN NV (a)

114,000

2,374,620

Randstad Holdings NV (a)

111,976

4,267,758

Royal DSM NV

54,494

2,392,889

TNT NV

13,000

345,873

TOTAL NETHERLANDS

24,461,031

Netherlands Antilles - 0.3%

Schlumberger Ltd.

52,800

3,284,160

Nigeria - 0.0%

Guaranty Trust Bank PLC GDR (Reg. S)

7,300

45,260

Norway - 0.3%

DnB NOR ASA (a)

144,000

1,658,511

Pronova BioPharma ASA (a)

296,200

920,759

Sevan Marine ASA (a)

370,000

600,286

TOTAL NORWAY

3,179,556

Russia - 0.1%

Lukoil Oil Co. sponsored ADR

21,500

1,230,015

Singapore - 0.3%

Avago Technologies Ltd.

20,000

300,000

CapitaLand Ltd.

417,000

1,208,950

Keppel Corp. Ltd.

234,000

1,344,484

TOTAL SINGAPORE

2,853,434

South Africa - 0.7%

AngloGold Ashanti Ltd. sponsored ADR

26,800

1,006,072

MTN Group Ltd.

283,500

4,263,840

Naspers Ltd. Class N

38,100

1,387,157

TOTAL SOUTH AFRICA

6,657,069

Spain - 1.7%

Banco Bilbao Vizcaya Argentaria SA

151,412

2,706,309

Banco Santander SA

246,663

3,969,097

NH Hoteles SA (a)

79,900

419,161

Telefonica SA

353,227

9,863,729

TOTAL SPAIN

16,958,296

Sweden - 0.5%

Elekta AB (B Shares)

137,600

2,593,442

 

Shares

Value

H&M Hennes & Mauritz AB (B Shares)

25,441

$ 1,445,000

Intrum Justitia AB

57,100

703,564

TOTAL SWEDEN

4,742,006

Switzerland - 4.0%

Actelion Ltd. (Reg.) (a)

61,362

3,387,737

Adecco SA (Reg.)

27,733

1,243,269

BB BIOTECH AG

19,114

1,310,467

Nestle SA (Reg.)

176,475

8,224,378

Nobel Biocare Holding AG (Switzerland)

56,850

1,617,796

Noble Corp.

37,000

1,507,380

Partners Group Holding

9,538

1,172,149

Roche Holding AG (participation certificate)

37,228

5,975,491

Sonova Holding AG

38,448

3,964,329

Swiss Reinsurance Co. (Reg.)

48,328

1,979,088

Syngenta AG (Switzerland)

2,100

497,144

UBS AG (For. Reg.) (a)

301,885

5,032,874

Zurich Financial Services AG (Reg.)

15,542

3,573,100

TOTAL SWITZERLAND

39,485,202

Taiwan - 0.6%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

310,350

1,211,045

MediaTek, Inc.

165,000

2,300,708

Taiwan Semiconductor Manufacturing Co. Ltd.

764,624

1,381,843

Wintek Corp. (a)

1,719,000

1,140,450

TOTAL TAIWAN

6,034,046

Thailand - 0.1%

Bangkok Bank Ltd. PCL (For. Reg.)

396,900

1,332,198

United Kingdom - 11.7%

Aberdeen Asset Management PLC

922,509

2,002,269

Aegis Group PLC

435,400

786,324

Anglo American PLC (United Kingdom) (a)

74,318

2,702,639

Babcock International Group PLC

145,600

1,449,814

Barclays PLC

1,130,288

5,925,900

Barclays PLC Sponsored ADR

157,000

3,281,300

BG Group PLC

267,888

4,640,085

BG Group PLC sponsored ADR

11,900

1,028,874

BHP Billiton PLC

278,765

7,521,911

Bovis Homes Group PLC

62,800

424,690

BP PLC

1,103,700

10,345,408

British American Tobacco PLC sponsored ADR

13,000

834,990

British Land Co. PLC

123,960

961,010

Carphone Warehouse Group PLC

913,058

2,759,767

Cookson Group PLC

126,670

759,287

Debenhams PLC

809,910

1,035,844

Hays PLC

468,790

753,497

HSBC Holdings PLC:

(Hong Kong) (Reg.)

74,645

824,308

(United Kingdom) (Reg.)

1,213,942

13,418,670

Common Stocks - continued

Shares

Value

United Kingdom - continued

HSBC Holdings PLC: - continued

sponsored ADR

57,000

$ 3,157,230

IG Group Holdings PLC

288,329

1,428,656

Inchcape PLC (a)

1,615,900

778,651

InterContinental Hotel Group PLC

115,278

1,485,718

International Personal Finance PLC

517,515

1,744,344

Johnson Matthey PLC

56,210

1,303,072

Kesa Electricals PLC

352,300

768,702

Lloyds TSB Group PLC

153,100

218,758

Man Group PLC

703,767

3,581,878

Misys PLC

423,200

1,438,951

Mothercare PLC

23,700

224,125

National Grid PLC

98,300

978,824

Prudential PLC

218,655

1,997,767

Reckitt Benckiser Group PLC

88,541

4,411,877

Rio Tinto PLC (Reg.)

156,940

6,940,609

Royal Dutch Shell PLC Class B

294,707

8,486,704

Segro PLC

225,300

1,305,738

Serco Group PLC

291,556

2,419,710

SSL International PLC

264,504

2,755,397

Standard Chartered PLC (United Kingdom)

145,336

3,580,383

Taylor Wimpey PLC (a)

2,421,144

1,471,558

The Game Group PLC

180,900

440,156

Vodafone Group PLC sponsored ADR

51,112

1,134,175

Wolseley PLC (a)

78,760

1,600,835

Xstrata PLC

101,976

1,477,519

TOTAL UNITED KINGDOM

116,587,924

United States of America - 39.9%

3M Co.

27,000

1,986,390

Agilent Technologies, Inc.

82,000

2,028,680

Albemarle Corp.

32,000

1,010,560

Allscripts-Misys Healthcare Solutions, Inc.

13,000

253,500

Amazon.com, Inc. (a)

47,800

5,679,118

American Express Co.

373,000

12,995,320

Anadarko Petroleum Corp.

169,000

10,297,170

Apple, Inc. (a)

106,600

20,094,100

Applied Materials, Inc.

85,700

1,045,540

Applied Micro Circuits Corp. (a)

60,000

469,200

Ardea Biosciences, Inc. (a)

9,000

121,500

Arena Resources, Inc. (a)

13,000

484,380

Armstrong World Industries, Inc. (a)

80,000

2,980,000

AsiaInfo Holdings, Inc. (a)

27,400

604,444

Avon Products, Inc.

24,000

769,200

Ball Corp.

32,000

1,578,560

BioCryst Pharmaceuticals, Inc. (a)(c)

35,000

312,550

Blue Coat Systems, Inc. (a)

37,000

824,360

BMC Software, Inc. (a)

47,000

1,746,520

Bruker BioSciences Corp. (a)

92,000

997,280

C.H. Robinson Worldwide, Inc.

40,000

2,204,400

Cameron International Corp. (a)

4,000

147,880

 

Shares

Value

CareFusion Corp. (a)

75,000

$ 1,677,750

Caterpillar, Inc.

33,000

1,816,980

Celanese Corp. Class A

403,560

11,077,722

Cerner Corp. (a)

21,000

1,596,840

Cisco Systems, Inc. (a)

527,000

12,041,950

Citrix Systems, Inc. (a)

204,000

7,499,040

CME Group, Inc.

11,300

3,419,493

Coach, Inc.

32,000

1,055,040

Comerica, Inc.

214,000

5,938,500

CONSOL Energy, Inc.

4,300

184,083

CSX Corp.

326,000

13,750,680

Cummins, Inc.

123,800

5,330,828

Dendreon Corp. (a)

65,000

1,642,550

Dow Chemical Co.

100,000

2,348,000

DSW, Inc. Class A (a)

146,000

2,803,200

eBay, Inc. (a)

151,000

3,362,770

ebix.com, Inc. (a)

10,000

616,000

Express Scripts, Inc. (a)

163,000

13,026,960

FedEx Corp.

24,000

1,744,560

Franklin Resources, Inc.

6,000

627,780

Freeport-McMoRan Copper & Gold, Inc.

24,600

1,804,656

G-III Apparel Group Ltd. (a)

51,000

816,510

Genworth Financial, Inc. Class A

65,000

690,300

Goldman Sachs Group, Inc.

41,000

6,976,970

Google, Inc. Class A (a)

38,200

20,479,784

Harley-Davidson, Inc.

99,000

2,467,080

Henry Schein, Inc. (a)

6,000

316,980

Hewlett-Packard Co.

214,000

10,156,440

ImmunoGen, Inc. (a)

45,523

304,549

Informatica Corp. (a)

56,000

1,188,880

Intel Corp.

81,000

1,547,910

iRobot Corp. (a)

73,000

976,010

J. Crew Group, Inc. (a)

19,000

774,820

Johnson Controls, Inc.

48,419

1,158,182

JPMorgan Chase & Co.

378,400

15,805,768

Kennametal, Inc.

33,000

777,480

King Pharmaceuticals, Inc. (a)

30,000

303,900

Lam Research Corp. (a)

98,000

3,304,560

Life Technologies Corp. (a)

186,000

8,773,620

Lubrizol Corp.

63,000

4,193,280

M&T Bank Corp. (c)

15,000

942,750

Mako Surgical Corp. (a)

79,700

721,285

Massey Energy Co.

10,000

290,900

McKesson Corp.

53,000

3,112,690

Medco Health Solutions, Inc. (a)

41,000

2,300,920

Micromet, Inc. (a)

100,000

511,000

Morgan Stanley

359,700

11,553,564

National Oilwell Varco, Inc. (a)

71,000

2,910,290

NetApp, Inc. (a)

23,000

622,150

Norfolk Southern Corp.

62,000

2,890,440

Occidental Petroleum Corp.

215,000

16,314,200

Oil States International, Inc. (a)

37,000

1,274,280

Owens-Illinois, Inc. (a)

30,000

956,400

Common Stocks - continued

Shares

Value

United States of America - continued

Peabody Energy Corp.

14,000

$ 554,260

Philip Morris International, Inc.

97,000

4,593,920

PMC-Sierra, Inc. (a)

58,000

494,160

Polaris Industries, Inc.

51,000

2,145,570

Polo Ralph Lauren Corp. Class A

5,000

372,100

Precision Castparts Corp.

58,000

5,540,740

Pride International, Inc. (a)

62,000

1,832,720

Range Resources Corp.

29,000

1,451,450

Red Hat, Inc. (a)

41,000

1,058,210

Regal-Beloit Corp.

37,200

1,743,936

Republic Services, Inc.

7,000

181,370

Rockwell Automation, Inc.

6,000

245,700

Ross Stores, Inc.

93,306

4,106,397

Schweitzer-Mauduit International, Inc.

20,000

1,033,000

Smith International, Inc.

118,000

3,272,140

Solera Holdings, Inc.

61,000

1,965,420

Southwestern Energy Co. (a)

40,000

1,743,200

Starbucks Corp. (a)

48,000

911,040

Starwood Hotels & Resorts Worldwide, Inc.

44,000

1,278,640

SVB Financial Group (a)

5,000

206,250

Taleo Corp. Class A (a)

13,000

282,620

Targacept, Inc. (a)

13,000

243,750

Teradyne, Inc. (a)

493,000

4,126,410

TETRA Technologies, Inc. (a)

61,000

577,060

The Coca-Cola Co.

70,600

3,763,686

The Walt Disney Co.

147,000

4,023,390

TIBCO Software, Inc. (a)

7,000

61,250

TJX Companies, Inc.

210,000

7,843,500

U.S. Bancorp, Delaware

36,300

842,886

Union Pacific Corp.

394,500

21,752,732

United Therapeutics Corp. (a)

26,000

1,106,040

Unum Group

8,000

159,600

Verisk Analytics, Inc.

11,300

309,959

VF Corp.

11,000

781,440

Viacom, Inc. Class B (non-vtg.) (a)

204,700

5,647,673

Visa, Inc. Class A

50,700

3,841,032

Walgreen Co.

216,000

8,171,280

WD-40 Co.

7,000

220,430

WebMD Health Corp. Class A (a)

58,660

1,997,960

Wilmington Trust Corp., Delaware

174,000

2,096,700

WMS Industries, Inc. (a)

138,000

5,517,240

Wyndham Worldwide Corp.

95,370

1,626,059

TOTAL UNITED STATES OF AMERICA

397,132,846

TOTAL COMMON STOCKS

(Cost $866,460,997)

950,195,472

Nonconvertible Preferred Stocks - 0.3%

Shares

Value

Italy - 0.3%

Intesa Sanpaolo SpA
(Cost $2,966,215)

809,900

$ 2,651,774

Convertible Bonds - 0.4%

 

Principal Amount

 

Bermuda - 0.2%

Ingersoll-Rand Global Holding Co. Ltd. 4.5% 4/15/12

$ 890,000

1,653,264

United States of America - 0.2%

Hertz Global Holdings, Inc. 5.25% 6/1/14

1,340,000

1,830,758

Micron Technology, Inc. 4.25% 10/15/13

320,000

486,000

TOTAL UNITED STATES OF AMERICA

2,316,758

TOTAL CONVERTIBLE BONDS

(Cost $2,713,213)

3,970,022

Money Market Funds - 1.9%

Shares

 

Fidelity Cash Central Fund, 0.20% (d)

14,197,415

14,197,415

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

4,452,550

4,452,550

TOTAL MONEY MARKET FUNDS

(Cost $18,649,965)

18,649,965

TOTAL INVESTMENT PORTFOLIO - 98.1%

(Cost $890,790,390)

975,467,233

NET OTHER ASSETS - 1.9%

18,829,722

NET ASSETS - 100%

$ 994,296,955

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 284,883

Fidelity Securities Lending Cash Central Fund

182,875

Total

$ 467,758

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United States of America

$ 397,132,846

$ 397,132,846

$ -

$ -

United Kingdom

116,587,924

70,646,325

45,941,599

-

Japan

82,363,296

-

82,363,296

-

France

47,433,674

33,942,329

13,491,345

-

Germany

43,498,076

33,868,684

9,629,392

-

Switzerland

39,485,202

33,955,184

5,530,018

-

Netherlands

24,461,031

13,826,534

10,634,497

-

Australia

20,046,117

-

20,046,117

-

China

17,637,943

8,349,282

9,288,661

-

Other

164,201,137

105,780,980

58,420,157

-

Corporate Bonds

3,970,022

-

3,970,022

-

Money Market Funds

18,649,965

18,649,965

-

-

Total Investments in Securities

$ 975,467,233

$ 716,152,129

$ 259,315,104

$ -

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

Investments in Securities:

Beginning Balance

$ 336,547

Total Realized Gain (Loss)

(1,382,609)

Total Unrealized Gain (Loss)

1,180,463

Cost of Purchases

-

Proceeds of Sales

(134,401)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $258,557,473 of which $115,120,141 and $143,437,332 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Worldwide

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $4,135,025) - See accompanying schedule:

Unaffiliated issuers (cost $872,140,425)

$ 956,817,268

 

Fidelity Central Funds (cost $18,649,965)

18,649,965

 

Total Investments (cost $890,790,390)

 

$ 975,467,233

Foreign currency held at value
(cost $4)

4

Receivable for investments sold

50,934,030

Receivable for fund shares sold

839,931

Dividends receivable

1,362,376

Interest receivable

32,134

Distributions receivable from Fidelity Central Funds

4,964

Prepaid expenses

6,047

Other receivables

171,636

Total assets

1,028,818,355

 

 

 

Liabilities

Payable to custodian bank

$ 1,044,328

Payable for investments purchased

27,106,313

Payable for fund shares redeemed

712,533

Accrued management fee

741,957

Distribution fees payable

828

Other affiliated payables

301,708

Other payables and accrued expenses

161,183

Collateral on securities loaned, at value

4,452,550

Total liabilities

34,521,400

 

 

 

Net Assets

$ 994,296,955

Net Assets consist of:

 

Paid in capital

$ 1,180,525,164

Undistributed net investment income

5,696,383

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

(276,596,321)

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

84,671,729

Net Assets

$ 994,296,955

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($992,570 ÷ 66,349 shares)

$ 14.96

 

 

 

Maximum offering price per share (100/94.25 of $14.96)

$ 15.87

Class T:
Net Asset Value
and redemption price per share ($457,977 ÷ 30,659 shares)

$ 14.94

 

 

 

Maximum offering price per share (100/96.50 of $14.94)

$ 15.48

Class B:
Net Asset Value
and offering price per share ($224,477 ÷ 15,079 shares)A

$ 14.89

 

 

 

Class C:
Net Asset Value
and offering price per share ($335,417 ÷ 22,530 shares)A

$ 14.89

 

 

 

Worldwide:
Net Asset Value
, offering price and redemption price per share ($991,996,036 ÷ 66,211,078 shares)

$ 14.98

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($290,478 ÷ 19,369 shares)

$ 15.00

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

Worldwide
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 19,268,128

Interest

 

108,728

Income from Fidelity Central Funds

 

467,758

 

 

19,844,614

Less foreign taxes withheld

 

(891,234)

Total income

 

18,953,380

 

 

 

Expenses

Management fee
Basic fee

$ 6,270,401

Performance adjustment

1,382,658

Transfer agent fees

2,723,416

Distribution fees

3,837

Accounting and security lending fees

417,317

Custodian fees and expenses

191,487

Independent trustees' compensation

6,324

Registration fees

98,295

Audit

79,340

Legal

4,579

Miscellaneous

20,031

Total expenses before reductions

11,197,685

Expense reductions

(319,354)

10,878,331

Net investment income (loss)

8,075,049

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $64,613)

(130,979,988)

Foreign currency transactions

(506,161)

Futures contracts

1,233,316

Total net realized gain (loss)

 

(130,252,833)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $51,652)

233,637,400

Assets and liabilities in foreign currencies

54,443

Total change in net unrealized appreciation (depreciation)

 

233,691,843

Net gain (loss)

103,439,010

Net increase (decrease) in net assets resulting from operations

$ 111,514,059

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 8,075,049

$ 12,367,196

Net realized gain (loss)

(130,252,833)

(143,763,130)

Change in net unrealized appreciation (depreciation)

233,691,843

(564,532,626)

Net increase (decrease) in net assets resulting from operations

111,514,059

(695,928,560)

Distributions to shareholders from net investment income

(11,746,083)

(8,541,065)

Distributions to shareholders from net realized gain

-

(169,398,247)

Total distributions

(11,746,083)

(177,939,312)

Share transactions - net increase (decrease)

(40,383,349)

35,066,852

Redemption fees

26,981

83,803

Total increase (decrease) in net assets

59,411,608

(838,717,217)

 

 

 

Net Assets

Beginning of period

934,885,347

1,773,602,564

End of period (including undistributed net investment income of $5,696,383 and undistributed net investment income of $10,091,805, respectively)

$ 994,296,955

$ 934,885,347

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

Annual Report

Financial Highlights - Class A

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss) E

  (.01)

Net realized and unrealized gain (loss)

  4.09

Total from investment operations

  4.08

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.96

Total Return B, C, D

  37.50%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  1.52% A

Expenses net of fee waivers, if any

  1.52% A

Expenses net of all reductions

  1.49% A

Net investment income (loss)

  (.06)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 993

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

Financial Highlights - Class T

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.01)

Net realized and unrealized gain (loss)

  4.07

Total from investment operations

  4.06

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.94

Total ReturnB, C, D

  37.32%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.73% A

Expenses net of fee waivers, if any

  1.73% A

Expenses net of all reductions

  1.70% A

Net investment income (loss)

  (.08)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 458

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class B

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.03)

Net realized and unrealized gain (loss)

  4.04

Total from investment operations

  4.01

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.89

Total Return B, C, D

  36.86%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.20% A

Expenses net of fee waivers, if any

  2.20%A

Expenses net of all reductions

  2.17%A

Net investment income (loss)

  (.30)%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 224

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

Financial Highlights - Class C

Year ended October 31,
2009 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)E

  (.04)

Net realized and unrealized gain (loss)

  4.05

Total from investment operations

  4.01

Redemption fees added to paid in capital E, J

  -

Net asset value, end of period

$ 14.89

Total Return B, C, D

  36.86%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.18% A

Expenses net of fee waivers, if any

  2.18% A

Expenses net of all reductions

  2.15% A

Net investment income (loss)

  (.39)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 335

Portfolio turnover rate G

  224%

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

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

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Worldwide

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.40

$ 25.18

$ 21.82

$ 19.05

$ 16.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .12

.16

.14

.17

.15 E

Net realized and unrealized gain (loss)

  1.63

(9.44)

6.05

3.74

2.30

Total from investment operations

  1.75

(9.28)

6.19

3.91

2.45

Distributions from net investment income

  (.17)

(.12)

(.17)

(.10)

(.10)

Distributions from net realized gain

  -

(2.38)

(2.66)

(1.04)

(.02)

Total distributions

  (.17)

(2.50)

(2.83)

(1.14)

(.12)

Redemption fees added to paid in capital B, G

  -

-

-

-

-

Net asset value, end of period

$ 14.98

$ 13.40

$ 25.18

$ 21.82

$ 19.05

Total Return A

  13.39%

(40.66)%

31.87%

21.31%

14.71%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.27%

1.21%

1.04%

1.08%

1.07%

Expenses net of fee waivers, if any

  1.27%

1.21%

1.04%

1.08%

1.07%

Expenses net of all reductions

  1.24%

1.19%

1.02%

1.02%

1.01%

Net investment income (loss)

  .92%

.84%

.66%

.85%

.82% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 991,996

$ 934,885

$ 1,773,603

$ 1,328,219

$ 1,181,044

Portfolio turnover rate D

  224%

264%

128%

205%

93%

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

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

E Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .60%.

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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

Financial Highlights - Institutional Class

Year ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.88

Income from Investment Operations

 

Net investment income (loss)D

  .06

Net realized and unrealized gain (loss)

  4.06

Total from investment operations

  4.12

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 15.00

Total Return B, C

  37.87%

Ratios to Average Net AssetsE, H

 

Expenses before reductions

  1.17% A

Expenses net of fee waivers, if any

  1.17% A

Expenses net of all reductions

  1.15% A

Net investment income (loss)

  .62% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 290

Portfolio turnover rate F

  224%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

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

I Amount 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, 2009

1. Organization.

Fidelity Worldwide Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Worldwide and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class A, Class T, Class B, Class C, and Institutional Class shares and the existing class was designated Worldwide on February 19, 2009. 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

Notes to Financial Statements - continued

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, capital loss carryforwards, and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 125,205,472

Gross unrealized depreciation

(59,513,558)

Net unrealized appreciation (depreciation)

$ 65,691,914

 

 

Tax Cost

$ 909,775,319

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

Undistributed ordinary income

$ 6,642,765

Capital loss carryforward

$ (258,557,473)

Net unrealized appreciation (depreciation)

$ 65,738,452

Annual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 11,746,083

$ 54,093,535

Long-term Capital Gains

-

123,845,777

Total

$ 11,746,083

$ 177,939,312

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives. While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

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

 

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in Unrealized
Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 1,233,316

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 1,233,316

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $1,233,316 for futures contracts.

Annual Report

Notes to Financial Statements - continued

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $1,908,142,781 and $1,936,522,727, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Worldwide as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .87% 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%

$ 662

$ 232

Class T

.25%

.25%

758

420

Class B

.75%

.25%

1,106

1,042

Class C

.75%

.25%

1,311

1,056

 

 

 

$ 3,837

$ 2,750

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 1,937

Class T

132

 

$ 2,069

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 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 845

.31*

Class T

435

.28*

Class B

286

.25*

Class C

324

.24*

Worldwide

2,721,292

.31

Institutional Class

234

.21*

 

$ 2,723,416

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $60,950 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,580 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $182,875.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Worldwide's operating expenses. During the period, this reimbursement reduced the class' expenses by $63,875.

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 $255,064 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 $415.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Worldwide

$ 11,746,083

$ 8,541,065

From net realized gain

 

 

Worldwide

$ -

$ 169,398,247

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009A

2008

2009A

2008

Class A

 

 

 

 

Shares sold

68,262

-

$ 954,848

$ -

Shares redeemed

(1,913)

-

(30,621)

-

Net increase (decrease)

66,349

-

$ 924,227

$ -

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009A

2008

2009A

2008

Class T

 

 

 

 

Shares sold

31,350

-

$ 413,190

$ -

Shares redeemed

(691)

-

(10,728)

-

Net increase (decrease)

30,659

-

$ 402,462

$ -

Class B

 

 

 

 

Shares sold

16,229

-

$ 199,531

$ -

Shares redeemed

(1,150)

-

(18,389)

-

Net increase (decrease)

15,079

-

$ 181,142

$ -

Class C

 

 

 

 

Shares sold

23,542

-

$ 304,403

$ -

Shares redeemed

(1,012)

-

(14,575)

-

Net increase (decrease)

22,530

-

$ 289,828

$ -

Worldwide

 

 

 

 

Shares sold

9,823,250

15,425,394

$ 126,506,866

$ 303,265,276

Reinvestment of distributions

959,833

7,926,720

11,413,258

172,247,752

Shares redeemed

(14,319,175)

(24,051,522)

(180,350,310)

(440,446,176)

Net increase (decrease)

(3,536,092)

(699,408)

$ (42,430,186)

$ 35,066,852

Institutional Class

 

 

 

 

Shares sold

19,375

-

$ 249,261

$ -

Shares redeemed

(6)

-

(83)

-

Net increase (decrease)

19,369

-

$ 249,178

$ -

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Worldwide Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Worldwide Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2009, 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 periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Worldwide Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

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

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-
present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Worldwide 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 I

12/07/09

12/04/09

$.109

$.015

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Worldwide Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

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

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

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (The fund did not offer Advisor classes as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Worldwide Fund


fid469

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the second quartile for all the periods shown. The Board also stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Worldwide Fund


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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

In connection with the renewal of the fund's management contract, the Board also approved non-material amendments to the fund's management contract to clarify certain provisions regarding the calculation of the fund's performance adjustment.

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

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

The Board noted that the fund's total expenses ranked below its competitive median for 2008.

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

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

Annual Report

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

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

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

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

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

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

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

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

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

AWLDI-UANN-1209
1.883436.100

fid247

Fidelity's
Targeted International Equity
Funds
®

Fidelity® Canada Fund

Fidelity China Region Fund

Fidelity Emerging Markets Fund

Fidelity Europe Fund

Fidelity Europe Capital Appreciation Fund

Fidelity Japan Fund

Fidelity Japan Smaller Companies Fund

Fidelity Latin America Fund

Fidelity Nordic Fund

Fidelity Pacific Basin Fund

Fidelity Southeast Asia Fund

Annual Report

October 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Canada Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

China Region Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Emerging Markets Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Europe Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Europe Capital Appreciation Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Japan Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Japan Smaller Companies Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Latin America Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Nordic Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Pacific Basin Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Southeast Asia Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

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

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

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

Annual Report

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Canada

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Canada

16.40%

9.00%

12.57%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Canada, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the S&P/TSX Composite Index performed over the same period.


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Annual Report

Canada

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. In North America, a strong Canadian dollar and the power of surging energy and materials sectors led Canadian equities to climb, as the S&P/TSX Composite Index returned 30.63%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. In Europe, the MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Douglas Lober, Portfolio Manager of Fidelity® Canada Fund: The fund's Retail Class shares returned 16.40% for the year, lagging the 30.63% return of the S&P/TSX index. Although the fund's portfolio of higher-quality, larger-capitalization stocks enabled it to post a solid positive return, the period's market rally reserved the highest returns for many of the lowest-quality stocks. The fund's conservative positioning served it well when markets declined during 2008. With no improvement in business fundamentals, however, I stayed with this strategy, which hurt as markets rose. The fund's 3% stake in cash and 5% position in U.S. equities also dampened relative results. Poor stock selection within the energy, materials and financials sectors detracted the most. Major performance drags included oil company Canadian Natural Resources, an underweighting in strong-performing Canadian Imperial Bank of Commerce, BlackBerry maker Research In Motion, gold producer Agnico-Eagle Mines and telephone company BCE. Winners included gold-mining company Goldcorp, software services firm CGI Group, an underweighting in oil and gas producer Penn West Energy Trust and no exposure to insurance firm and index component Power Financial.

Note to shareholders: Fidelity Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2009, the fund did not have more than 25% of its assets invested in any one industry.

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

Annual Report

Canada

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 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.39%

 

 

 

Actual

 

$ 1,000.00

$ 1,222.80

$ 7.79

Hypothetical A

 

$ 1,000.00

$ 1,018.20

$ 7.07

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.20

$ 9.41

Hypothetical A

 

$ 1,000.00

$ 1,016.74

$ 8.54

Class B

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,218.10

$ 12.19

Hypothetical A

 

$ 1,000.00

$ 1,014.22

$ 11.07

Class C

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,218.20

$ 12.13

Hypothetical A

 

$ 1,000.00

$ 1,014.27

$ 11.02

Canada

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,224.50

$ 6.22

Hypothetical A

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,224.60

$ 6.50

Hypothetical A

 

$ 1,000.00

$ 1,019.36

$ 5.90

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Canada

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Canada

96.6%

 

fid281

United States of America

3.4%

 

fid560

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

As of April 30, 2009

fid263

Canada

89.1%

 

fid273

United States of America

10.4%

 

fid281

Netherlands Antilles

0.5%

 

fid565

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.6

95.8

Short-Term Investments and Net Other Assets

2.4

4.2

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Bank of Canada (Commercial Banks)

6.3

5.8

Toronto-Dominion Bank (Commercial Banks)

5.6

5.6

Suncor Energy, Inc. (Oil, Gas & Consumable Fuels)

5.3

3.4

Canadian Natural Resources Ltd. (Oil, Gas & Consumable Fuels)

3.9

3.8

EnCana Corp. (Oil, Gas & Consumable Fuels)

3.5

3.6

Goldcorp, Inc. (Metals & Mining)

3.3

2.6

Barrick Gold Corp. (Metals & Mining)

3.0

2.9

Potash Corp. of Saskatchewan, Inc. (Chemicals)

2.9

3.0

Bank of Nova Scotia (Commercial Banks)

2.9

2.9

Bank of Montreal (Commercial Banks)

2.7

2.1

 

39.4

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.9

30.0

Energy

27.8

26.3

Materials

19.5

14.9

Industrials

5.3

6.2

Consumer Discretionary

5.2

2.3

Information Technology

4.1

6.2

Telecommunication Services

3.7

5.4

Consumer Staples

2.5

3.3

Health Care

0.8

0.4

Utilities

0.8

0.8

Annual Report

Canada

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value

CONSUMER DISCRETIONARY - 5.2%

Distributors - 0.1%

Uni-Select, Inc.

100,000

$ 2,483,262

Hotels, Restaurants & Leisure - 1.2%

Tim Hortons, Inc.

1,410,300

40,151,241

Media - 2.6%

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

240,000

7,101,261

Corus Entertainment, Inc. Class B (non-vtg.)

500,000

8,214,434

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

400,000

8,167,336

Shaw Communications, Inc. Class B

1,000,000

17,777,162

Thomson Reuters Corp. (c)

1,400,000

44,501,085

 

85,761,278

Multiline Retail - 0.6%

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

200,000

10,101,122

Dollarama, Inc.

400,000

7,129,335

Dollarama, Inc. (a)(d)

91,000

1,621,924

 

18,852,381

Specialty Retail - 0.0%

RONA, Inc. (a)

100,000

1,367,687

Textiles, Apparel & Luxury Goods - 0.7%

Gildan Activewear, Inc. (a)

1,300,000

22,882,209

TOTAL CONSUMER DISCRETIONARY

171,498,058

CONSUMER STAPLES - 2.5%

Beverages - 0.3%

Cott Corp. (a)

250,000

1,976,266

The Coca-Cola Co.

150,000

7,996,500

 

9,972,766

Food & Staples Retailing - 1.5%

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

2,050,000

35,950,963

George Weston Ltd.

80,000

4,075,172

Shoppers Drug Mart Corp.

200,000

7,940,158

 

47,966,293

Food Products - 0.7%

General Mills, Inc.

130,000

8,569,600

Viterra, Inc. (a)(c)

1,509,300

14,356,365

 

22,925,965

TOTAL CONSUMER STAPLES

80,865,024

ENERGY - 27.8%

Energy Equipment & Services - 0.1%

Ensign Energy Services, Inc.

100,000

1,433,255

Precision Drilling Trust

400,000

2,593,157

 

4,026,412

Oil, Gas & Consumable Fuels - 27.7%

ARC Energy Trust unit

200,000

3,603,454

Baytex Energy Trust

100,000

2,447,246

 

Shares

Value

Cameco Corp.

1,250,000

$ 34,815,533

Canadian Natural Resources Ltd.

1,975,000

128,073,602

Canadian Oil Sands Trust

600,000

16,168,444

Crescent Point Energy Corp.

800,000

27,187,514

Crescent Point Energy Corp. (d)

83,400

2,834,298

Enbridge, Inc.

1,728,900

67,201,737

EnCana Corp.

2,100,000

116,359,607

Enerplus Resources Fund Series G

200,000

4,358,868

Imperial Oil Ltd.

900,000

33,827,400

Keyera Facilities Income Fund

850,000

15,573,718

Nexen, Inc.

1,600,000

34,398,116

Niko Resources Ltd.

390,000

31,550,076

Pacific Rubiales Energy Corp. (a)(c)

900,000

10,946,114

Penn West Energy Trust

800,000

13,261,301

PetroBakken Energy Ltd. Class A

872,978

25,169,112

Petrobank Energy & Resources Ltd. (a)

600,000

26,230,780

Progress Energy Resources Corp.

700,000

8,946,761

Suncor Energy, Inc.

5,307,600

176,062,236

Talisman Energy, Inc.

4,200,000

71,599,945

TransCanada Corp.

2,100,000

64,308,076

 

914,923,938

TOTAL ENERGY

918,950,350

FINANCIALS - 27.9%

Capital Markets - 0.7%

CI Financial Corp.

100,000

1,762,940

IGM Financial, Inc.

550,000

19,580,274

 

21,343,214

Commercial Banks - 19.7%

Bank of Montreal

1,909,300

88,266,665

Bank of Nova Scotia

2,300,000

96,112,112

Canadian Imperial Bank of Commerce

334,600

19,157,963

National Bank of Canada

1,000,000

52,075,541

Royal Bank of Canada

4,140,000

209,513,780

Toronto-Dominion Bank

3,265,000

185,977,005

 

651,103,066

Diversified Financial Services - 0.3%

Onex Corp. (sub. vtg.)

300,000

6,762,710

TMX Group, Inc.

145,000

3,883,271

 

10,645,981

Insurance - 5.2%

Fairfax Financial Holdings Ltd.
(sub. vtg.)

80,800

28,882,353

Intact Financial Corp.

150,000

4,557,418

Intact Financial Corp. (d)

241,100

7,325,290

Manulife Financial Corp.

3,400,000

63,739,207

Power Corp. of Canada (sub. vtg.)

1,400,000

32,968,555

Sun Life Financial, Inc.

1,200,000

33,168,029

 

170,640,852

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.2%

H&R Real Estate Investment Trust/H&R Finance Trust

50,000

$ 606,270

RioCan (REIT)

350,000

5,927,876

 

6,534,146

Real Estate Management & Development - 1.2%

Brookfield Asset Management, Inc.
Class A (c)

1,950,000

41,130,350

Thrifts & Mortgage Finance - 0.6%

Genworth MI Canada, Inc.

300,000

6,732,234

Home Capital Group, Inc.

350,000

11,797,571

 

18,529,805

TOTAL FINANCIALS

919,927,414

HEALTH CARE - 0.8%

Health Care Providers & Services - 0.2%

Medco Health Solutions, Inc. (a)

150,000

8,418,000

Health Care Technology - 0.5%

SXC Health Solutions Corp. (a)

360,000

16,519,740

Pharmaceuticals - 0.1%

Biovail Corp.

150,000

2,022,441

TOTAL HEALTH CARE

26,960,181

INDUSTRIALS - 5.3%

Aerospace & Defense - 0.9%

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

6,200,000

25,135,522

CAE, Inc.

400,000

3,114,005

 

28,249,527

Airlines - 0.0%

WestJet Airlines Ltd. (a)

100,000

1,013,991

Commercial Services & Supplies - 0.2%

IESI-BFC Ltd.

500,000

6,418,248

Ritchie Brothers Auctioneers, Inc. (c)

83,920

1,839,526

 

8,257,774

Construction & Engineering - 0.9%

SNC-Lavalin Group, Inc.

715,000

28,887,888

Road & Rail - 3.1%

Canadian National Railway Co.

1,670,000

80,658,448

Canadian Pacific Railway Ltd.

500,000

21,655,816

 

102,314,264

Trading Companies & Distributors - 0.2%

Finning International, Inc.

500,000

7,369,442

TOTAL INDUSTRIALS

176,092,886

INFORMATION TECHNOLOGY - 4.1%

Communications Equipment - 1.8%

Research In Motion Ltd. (a)

1,040,000

61,079,209

 

Shares

Value

Computers & Peripherals - 0.3%

Apple, Inc. (a)

50,000

$ 9,425,000

Electronic Equipment & Components - 0.1%

Celestica, Inc. (sub. vtg.) (a)

450,000

3,706,885

Internet Software & Services - 0.7%

Open Text Corp. (a)

600,000

22,385,372

IT Services - 1.2%

CGI Group, Inc. Class A (sub. vtg.) (a)

3,290,000

40,166,043

TOTAL INFORMATION TECHNOLOGY

136,762,509

MATERIALS - 19.5%

Chemicals - 4.2%

Agrium, Inc.

580,000

26,963,291

Methanex Corp.

900,000

15,509,073

Potash Corp. of Saskatchewan, Inc.

1,035,000

96,450,893

 

138,923,257

Metals & Mining - 15.3%

Agnico-Eagle Mines Ltd. (Canada)

624,700

33,229,644

Barrick Gold Corp.

2,780,000

100,021,979

Eldorado Gold Corp. (a)

1,600,000

17,819,643

First Quantum Minerals Ltd.

250,000

17,089,163

Goldcorp, Inc.

3,000,000

110,209,170

HudBay Minerals, Inc. (a)

300,000

3,881,424

IAMGOLD Corp.

1,000,000

13,252,066

Inmet Mining Corp.

250,000

13,238,214

Ivanhoe Mines Ltd. (a)

1,400,000

15,075,034

Kinross Gold Corp.

2,150,000

39,908,575

Lundin Mining Corp. (a)

500,000

2,008,588

Osisko Mining Corp. (a)

400,000

2,696,588

Red Back Mining, Inc. (a)

100,000

1,294,732

Silver Wheaton Corp. (a)

1,775,900

22,304,327

Teck Resources Ltd. Class B (sub. vtg.) (a)

2,850,000

82,669,345

Yamana Gold, Inc.

2,700,000

28,624,463

 

503,322,955

Paper & Forest Products - 0.0%

Sino-Forest Corp. (a)

100,000

1,406,474

TOTAL MATERIALS

643,652,686

TELECOMMUNICATION SERVICES - 3.7%

Diversified Telecommunication Services - 1.8%

BCE, Inc.

2,300,000

54,990,996

Bell Aliant Regional Communication Income Fund

100,000

2,484,185

 

57,475,181

Wireless Telecommunication Services - 1.9%

Rogers Communications, Inc. Class B (non-vtg.)

2,150,000

63,039,664

TOTAL TELECOMMUNICATION SERVICES

120,514,845

Common Stocks - continued

Shares

Value

UTILITIES - 0.8%

Electric Utilities - 0.6%

Fortis, Inc.

800,000

$ 18,691,416

Multi-Utilities - 0.2%

Canadian Utilities Ltd. Class A (non-vtg.)

225,000

8,005,957

TOTAL UTILITIES

26,697,373

TOTAL COMMON STOCKS

(Cost $3,025,366,159)

3,221,921,326

Money Market Funds - 0.7%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)
(Cost $22,963,420)

22,963,420

22,963,420

Cash Equivalents - 0.3%

Maturity Amount

 

Investments in repurchase agreements in a joint trading account at 0.05%, dated 10/30/09 due 11/2/09 (Collateralized by U.S. Government Obligations) #
(Cost $10,499,000)

$ 10,499,048

10,499,000

TOTAL INVESTMENT PORTFOLIO - 98.6%

(Cost $3,058,828,579)

3,255,383,746

NET OTHER ASSETS - 1.4%

45,236,513

NET ASSETS - 100%

$ 3,300,620,259

Legend

(a) Non-income producing

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

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

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,781,512 or 0.4% of net assets.

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

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

Repurchase Agreement / Counterparty

Value

$10,499,000 due 11/02/09 at 0.05%

BNP Paribas Securities Corp.

$ 1,935,652

Banc of America Securities LLC

1,981,474

Barclays Capital, Inc.

5,806,957

Deutsche Bank Securities, Inc.

774,917

 

$ 10,499,000

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 606,837

Fidelity Securities Lending Cash Central Fund

2,948,896

Total

$ 3,555,733

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy with the exception of Repurchase Agreements which are categorized as Level 2. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $260,471,096 of which $109,546,724 and $150,924,372 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Canada

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $21,614,198 and repurchase agreements of $10,499,000) - See accompanying schedule:

Unaffiliated issuers (cost $3,035,865,159)

$ 3,232,420,326

 

Fidelity Central Funds (cost $22,963,420)

22,963,420

 

Total Investments (cost $3,058,828,579)

 

$ 3,255,383,746

Foreign currency held at value (cost $1,053,639)

1,053,399

Receivable for investments sold

135,488,138

Receivable for fund shares sold

4,546,724

Dividends receivable

4,627,774

Distributions receivable from Fidelity Central Funds

306,357

Prepaid expenses

20,607

Other receivables

363,475

Total assets

3,401,790,220

 

 

 

Liabilities

Payable to custodian bank

$ 1,632,878

Payable for investments purchased

61,175,379

Payable for fund shares redeemed

5,044,542

Accrued management fee

2,024,250

Distribution fees payable

53,105

Notes payable to affliates

7,273,000

Other affiliated payables

883,229

Other payables and accrued expenses

120,158

Collateral on securities loaned, at value

22,963,420

Total liabilities

101,169,961

 

 

 

Net Assets

$ 3,300,620,259

Net Assets consist of:

 

Paid in capital

$ 3,419,053,592

Undistributed net investment income

26,298,051

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

(340,971,696)

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

196,240,312

Net Assets

$ 3,300,620,259

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($83,014,893 ÷ 1,876,310 shares)

$ 44.24

 

 

 

Maximum offering price per share (100/94.25 of $44.24)

$ 46.94

Class T:
Net Asset Value
and redemption price per share ($17,727,268 ÷ 401,880 shares)

$ 44.11

 

 

 

Maximum offering price per share (100/96.50 of $44.11)

$ 45.71

Class B:
Net Asset Value
and offering price per share ($7,283,295 ÷ 166,758 shares)A

$ 43.68

 

 

 

Class C:
Net Asset Value
and offering price per share ($24,847,882 ÷ 569,904 shares)A

$ 43.60

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($3,149,790,916 ÷ 70,843,028 shares)

$ 44.46

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($17,956,005 ÷ 404,530 shares)

$ 44.39

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, 2009

Investment Income

 

 

Dividends

 

$ 73,930,160

Interest

 

5,115

Income from Fidelity Central Funds

 

3,555,733

 

 

77,491,008

Less foreign taxes withheld

 

(10,658,424)

Total income

 

66,832,584

 

 

 

Expenses

Management fee
Basic fee

$ 20,061,152

Performance adjustment

2,758,360

Transfer agent fees

8,292,313

Distribution fees

441,822

Accounting and security lending fees

1,227,319

Custodian fees and expenses

214,073

Independent trustees' compensation

20,026

Registration fees

146,592

Audit

72,676

Legal

14,151

Interest

1,585

Miscellaneous

63,440

Total expenses before reductions

33,313,509

Expense reductions

(925,110)

32,388,399

Net investment income (loss)

34,444,185

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(173,899,305)

Foreign currency transactions

(348,730)

Futures contracts

3,069,145

Total net realized gain (loss)

 

(171,178,890)

Change in net unrealized appreciation (depreciation) on:

Investment securities

538,225,902

Assets and liabilities in foreign currencies

(281,421)

Total change in net unrealized appreciation (depreciation)

 

537,944,481

Net gain (loss)

366,765,591

Net increase (decrease) in net assets resulting from operations

$ 401,209,776

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,444,185

$ 46,066,725

Net realized gain (loss)

(171,178,890)

(175,687,217)

Change in net unrealized appreciation (depreciation)

537,944,481

(2,181,002,870)

Net increase (decrease) in net assets resulting from operations

401,209,776

(2,310,623,362)

Distributions to shareholders from net investment income

(10,179,804)

(28,915,979)

Distributions to shareholders from net realized gain

-

(235,022,630)

Total distributions

(10,179,804)

(263,938,609)

Share transactions - net increase (decrease)

30,108,212

507,012,286

Redemption fees

779,120

3,308,433

Total increase (decrease) in net assets

421,917,304

(2,064,241,252)

Net Assets

Beginning of period

2,878,702,955

4,942,944,207

End of period (including undistributed net investment income of $26,298,051 and undistributed net investment income of $26,382,786, respectively)

$ 3,300,620,259

$ 2,878,702,955

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.20

$ 70.16

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .38

.39

.19

Net realized and unrealized gain (loss)

  5.72

(28.71)

15.96

Total from investment operations

  6.10

(28.32)

16.15

Distributions from net investment income

  (.07)

(.41)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  (.07)

(3.68)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 44.24

$ 38.20

$ 70.16

Total Return B,C,D

  16.08%

(42.23)%

29.93%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.42%

1.34%

1.23% A

Expenses net of fee waivers, if any

  1.42%

1.34%

1.23% A

Expenses net of all reductions

  1.39%

1.31%

1.22% A

Net investment income (loss)

  .98%

.69%

.63% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83,015

$ 56,242

$ 20,912

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.10

$ 70.09

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .27

.23

.09

Net realized and unrealized gain (loss)

  5.73

(28.66)

15.99

Total from investment operations

  6.00

(28.43)

16.08

Distributions from net investment income

  -

(.33)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.60)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 44.11

$ 38.10

$ 70.09

Total Return B,C,D

  15.77%

(42.40)%

29.80%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.70%

1.63%

1.48% A

Expenses net of fee waivers, if any

  1.70%

1.63%

1.48% A

Expenses net of all reductions

  1.67%

1.60%

1.47% A

Net investment income (loss)

  .71%

.40%

.30% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 17,727

$ 14,963

$ 14,522

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 37.91

$ 69.88

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .08

(.06)

(.06)

Net realized and unrealized gain (loss)

  5.68

(28.54)

15.93

Total from investment operations

  5.76

(28.60)

15.87

Distributions from net investment income

  -

(.14)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.41)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 43.68

$ 37.91

$ 69.88

Total Return B,C,D

  15.22%

(42.68)%

29.41%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.19%

2.13%

2.00% A

Expenses net of fee waivers, if any

  2.19%

2.13%

2.00% A

Expenses net of all reductions

  2.16%

2.10%

1.99% A

Net investment income (loss)

  .21%

(.10)%

(.21)% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,283

$ 5,615

$ 4,078

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 37.84

$ 69.91

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .09

(.05)

(.04)

Net realized and unrealized gain (loss)

  5.66

(28.52)

15.94

Total from investment operations

  5.75

(28.57)

15.90

Distributions from net investment income

  -

(.27)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.54)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 43.60

$ 37.84

$ 69.91

Total Return B,C,D

  15.22%

(42.69)%

29.46%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.18%

2.13%

1.99% A

Expenses net of fee waivers, if any

  2.18%

2.13%

1.99% A

Expenses net of all reductions

  2.15%

2.10%

1.97% A

Net investment income (loss)

  .22%

(.10)%

(.15)% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 24,848

$ 16,716

$ 8,752

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Canada

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 38.37

$ 70.25

$ 49.48

$ 39.14

$ 31.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .48

.58

.52

.34

.20

Net realized and unrealized gain (loss)

  5.74

(28.83)

21.62

10.15

7.12

Total from investment operations

  6.22

(28.25)

22.14

10.49

7.32

Distributions from net investment income

  (.14)

(.40)

(.36)

(.16)

(.08)

Distributions from net realized gain

  -

(3.27)

(1.03)

(.01)

-

Total distributions

  (.14)

(3.67)

(1.39)

(.17)

(.08)

Redemption fees added to paid in capital B

  .01

.04

.02

.02

.03

Net asset value, end of period

$ 44.46

$ 38.37

$ 70.25

$ 49.48

$ 39.14

Total Return A

  16.40%

(42.06)%

46.03%

26.93%

23.11%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.17%

1.03%

.96%

1.00%

1.08%

Expenses net of fee waivers, if any

  1.17%

1.03%

.96%

1.00%

1.08%

Expenses net of all reductions

  1.13%

1.00%

.94%

.97%

1.04%

Net investment income (loss)

  1.24%

1.00%

.94%

.74%

.55%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,149,791

$ 2,776,298

$ 4,890,617

$ 3,136,927

$ 1,722,516

Portfolio turnover rate D

  123%

63%

42%

50%

24%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.31

$ 70.25

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .49

.52

.25

Net realized and unrealized gain (loss)

  5.72

(28.78)

15.99

Total from investment operations

  6.21

(28.26)

16.24

Distributions from net investment income

  (.14)

(.45)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  (.14)

(3.72)

-

Redemption fees added to paid in capital D

  .01

.04

.01

Net asset value, end of period

$ 44.39

$ 38.31

$ 70.25

Total Return B,C

  16.40%

(42.11)%

30.09%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.17%

1.11%

1.01% A

Expenses net of fee waivers, if any

  1.17%

1.11%

1.01% A

Expenses net of all reductions

  1.14%

1.08%

.99% A

Net investment income (loss)

  1.23%

.92%

.83% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 17,956

$ 8,870

$ 4,064

Portfolio turnover rate F

  123%

63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Canada, 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

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

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 363,468,397

Gross unrealized depreciation

(247,414,070)

Net unrealized appreciation (depreciation)

$ 116,054,327

 

 

Tax Cost

$ 3,139,329,419

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

Undistributed ordinary income

$ 26,298,251

Capital loss carryforward

$ (260,471,096)

Net unrealized appreciation (depreciation)

$ 115,739,712

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 10,179,804

$ 73,476,845

Long-term Capital Gains

-

190,461,764

Total

$ 10,179,804

$ 263,938,609

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

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

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

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

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Annual Report

Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 3,069,145

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 3,069,145

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $3,069,145 for futures contracts.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,390,397,181 and $3,368,325,269, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Canada, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% 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

-%

.25%

$ 147,305

$ 6,178

Class T

.25%

.25%

71,818

560

Class B

.75%

.25%

57,741

43,385

Class C

.75%

.25%

164,958

65,582

 

 

 

$ 441,822

$ 115,705

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 63,773

Class T

7,987

Class B*

16,151

Class C*

10,081

 

$ 97,992

* 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

7. 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 178,893

.30

Class T

47,042

.33

Class B

18,791

.32

Class C

52,407

.32

Canada

7,962,759

.29

Institutional Class

32,421

.30

 

$ 8,292,313

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $5,692 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. Any open loans, including accrued interest, at period end are presented under the caption "Notes Payable to Affliliates" in the Fund's Statement of Assets and Liabilities. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 8,085,133

.44%

$ 1,467

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,432 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $2,948,896.

10. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $6,531,000. The weighted average interest rate was .65%. The interest expense amounted to $118 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

11. 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 $924,753 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 $357.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 107,700

$ 171,586

Class T

-

73,859

Class B

-

8,835

Class C

-

45,389

Canada

10,039,164

28,579,259

Institutional Class

32,940

37,051

Total

$ 10,179,804

$ 28,915,979

From net realized gain

 

 

Class A

$ -

$ 1,361,853

Class T

-

736,334

Class B

-

209,359

Class C

-

549,710

Canada

-

231,896,136

Institutional Class

-

269,238

Total

$ -

$ 235,022,630

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

894,135

1,623,645

$ 37,345,647

$ 96,358,055

Reinvestment of distributions

3,241

24,107

102,525

1,454,159

Shares redeemed

(493,476)

(473,393)

(17,901,706)

(24,545,534)

Net increase (decrease)

403,900

1,174,359

$ 19,546,466

$ 73,266,680

Class T

 

 

 

 

Shares sold

153,535

281,102

$ 6,072,136

$ 16,813,582

Reinvestment of distributions

-

13,222

-

797,422

Shares redeemed

(144,414)

(108,759)

(5,034,459)

(5,550,777)

Net increase (decrease)

9,121

185,565

$ 1,037,677

$ 12,060,227

Class B

 

 

 

 

Shares sold

68,778

143,582

$ 2,732,178

$ 8,590,562

Reinvestment of distributions

-

2,917

-

175,839

Shares redeemed

(50,130)

(56,743)

(1,849,231)

(3,089,676)

Net increase (decrease)

18,648

89,756

$ 882,947

$ 5,676,725

Class C

 

 

 

 

Shares sold

311,799

454,502

$ 13,003,041

$ 27,139,418

Reinvestment of distributions

-

8,472

-

509,854

Shares redeemed

(183,651)

(146,400)

(6,643,635)

(7,449,898)

Net increase (decrease)

128,148

316,574

$ 6,359,406

$ 20,199,374

Canada

 

 

 

 

Shares sold

19,139,057

34,673,241

$ 774,158,834

$ 2,070,491,480

Reinvestment of distributions

306,492

3,970,249

9,628,844

239,922,156

Shares redeemed

(20,957,211)

(35,906,020)

(789,350,714)

(1,927,559,508)

Net increase (decrease)

(1,511,662)

2,737,470

$ (5,563,036)

$ 382,854,128

Annual Report

13. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Institutional Class

 

 

 

 

Shares sold

280,690

377,605

$ 11,718,786

$ 22,481,855

Reinvestment of distributions

737

4,721

23,131

285,066

Shares redeemed

(108,451)

(208,616)

(3,897,165)

(9,811,769)

Net increase (decrease)

172,976

173,710

$ 7,844,752

$ 12,955,152

14. Other.

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

Annual Report

China Region

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

China Region

60.77%

15.31%

9.64%

Prior to September 1, 2000, China Region operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in China Region, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI Golden Dragon Index performed over the same period.


fid567

Annual Report

China Region

Management's Discussion of Fund Performance

Market Recap: China region stocks posted exceptionally strong gains during the period, as government efforts to jump-start economic growth began to kick in and there were signs of stabilization in the area's export markets. For the 12 months ending October 31, 2009, the MSCI® Golden Dragon Index, a measure of market performance in Hong Kong, Taiwan and China, posted a return of 67.30%. Benefiting from a massive $586 billion economic stimulus package approved late in 2008, China showed a pattern of robust and accelerating economic growth, gaining 6.1% in the first quarter of 2009, 7.9% in the second quarter and 8.9% in the third quarter. Chinese stocks in the index responded by more than doubling, returning in excess of 102%. In Hong Kong, whose economy is less-regulated than China's, economic activity appeared to be bottoming but was constrained by muted domestic growth and tepid demand from the territory's trading partners. Nevertheless, Hong Kong stocks in the index recorded a return of almost 56%. Meanwhile, Taiwan was helped by improving - although still relatively modest - global demand for technology products and services. That said, the nation's stocks were held in check by delays in the long-awaited agreement between China and Taiwan to provide closer financial cooperation between the two countries. Taiwanese stocks in the index returned just under 50%.

Comments from Wilson Wong, Portfolio Manager of Fidelity® China Region Fund: During the past year, the fund's Retail Class shares returned 60.77%, lagging the MSCI Golden Dragon Index. Weak stock selection in financials more than offset the benefits of overweighting that strong-performing sector. Unrewarding picks in materials and energy further detracted, as did our positioning in industrials. The fund's stake in thermal coal company China Shenhua Energy suffered early in the period amid fears of overcapacity, among other factors, and I trimmed the stock. Also detracting were Taiwan Semiconductor Manufacturing - a position I reduced; Hong Kong real estate stock Cheung Kong Holdings; China Life Insurance; and Taiwan-based Yuanta Financial Holding. Conversely, stock selection and an overweighting in consumer discretionary helped, as did underweighting utilities. Underweightings in information technology and telecommunication services produced lesser benefits. Chinese automakers Geely Automobile Holdings and Dongfeng Motor Group contributed. Taiwan-based touch-screen producer Young Fast Optoelectron - which I sold - also aided results, as did underweighting two Hong Kong-based utilities that I ultimately sold off entirely: CLP Holdings and Hong Kong Electric Holdings.

Note to shareholders: Fidelity China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2009, the fund did not have more than 25% of its total assets invested in any one industry.

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

Annual Report

China Region

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on redemptions and 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Class A

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 1,373.60

$ 8.50

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.22

Class T

1.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,371.40

$ 10.16

HypotheticalA

 

$ 1,000.00

$ 1,016.64

$ 8.64

Class B

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,368.00

$ 13.07

HypotheticalA

 

$ 1,000.00

$ 1,014.17

$ 11.12

Class C

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,368.60

$ 13.07

HypotheticalA

 

$ 1,000.00

$ 1,014.17

$ 11.12

China Region

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,374.90

$ 6.64

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 1,375.60

$ 6.59

HypotheticalA

 

$ 1,000.00

$ 1,019.66

$ 5.60

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

China Region

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

China

34.2%

 

fid265

Hong Kong

32.5%

 

fid269

Taiwan

22.3%

 

fid273

Cayman Islands

6.5%

 

fid277

Australia

1.4%

 

fid279

United States of America

1.2%

 

fid575

Bermuda

1.1%

 

fid281

United Kingdom

0.8%

 

fid96

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

As of April 30, 2009

fid263

Hong Kong

34.5%

 

fid265

China

33.9%

 

fid269

Taiwan

22.1%

 

fid273

Cayman Islands

5.4%

 

fid277

Singapore

3.8%

 

fid575

United States of America

0.2%

 

fid281

Bermuda

0.1%

 

fid108

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.8

99.8

Short-Term Investments and Net Other Assets

1.2

0.2

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Bank of China (H Shares) (Commercial Banks)

4.2

4.1

China Construction Bank Corp. (H Shares) (Commercial Banks)

3.7

2.7

Tencent Holdings Ltd. (Internet Software & Services)

3.4

2.1

Hong Kong Exchange & Clearing Ltd. (Diversified Financial Services)

3.2

3.0

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

3.2

5.4

China Life Insurance Co. Ltd. (H Shares) (Insurance)

3.1

5.2

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Electronic Equipment & Components)

3.0

3.1

Industrial & Commercial Bank of China Ltd. (H Shares) (Commercial Banks)

2.7

4.8

Yuanta Financial Holding Co. Ltd. (Capital Markets)

2.6

3.6

BOC Hong Kong Holdings Ltd. (Commercial Banks)

2.5

1.4

 

31.6

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

41.0

46.7

Information Technology

16.6

17.6

Consumer Discretionary

11.2

6.8

Industrials

9.2

6.8

Materials

8.0

2.1

Energy

6.7

7.0

Telecommunication Services

3.9

7.0

Consumer Staples

1.4

1.6

Health Care

0.5

0.0

Utilities

0.3

0.4

Annual Report

China Region

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

CONSUMER DISCRETIONARY - 11.2%

Auto Components - 1.1%

Cheng Shin Rubber Industry Co. Ltd.

4,077,500

$ 8,347,433

Minth Group Ltd.

5,302,000

5,506,106

Xinyi Glass Holdings Co. Ltd.

11,122,000

8,752,805

 

22,606,344

Automobiles - 1.7%

Dongfeng Motor Group Co. Ltd.(H Shares)

18,388,000

21,862,627

Geely Automobile Holdings Ltd.

2,055,000

743,059

Yulon Motor Co. Ltd.

12,428,000

13,848,988

 

36,454,674

Distributors - 2.5%

China Resources Enterprise Ltd.

5,734,000

19,080,347

Li & Fung Ltd.

8,432,000

35,069,238

 

54,149,585

Household Durables - 1.0%

Techtronic Industries Co. Ltd.

26,394,500

21,203,137

Multiline Retail - 2.2%

Far East Department Stores Co. Ltd.

6,833,820

6,994,156

Golden Eagle Retail Group Ltd.(H Shares) (c)

10,750,000

18,489,630

Maoye International Holdings Ltd.

58,700,000

15,603,589

New World Department Store China Ltd.

7,778,000

6,941,623

 

48,028,998

Specialty Retail - 0.8%

Esprit Holdings Ltd.

2,654,400

17,670,649

Textiles, Apparel & Luxury Goods - 1.9%

Bosideng International Holdings Ltd.

17,384,000

3,082,815

China Dongxiang Group Co. Ltd.

17,608,000

10,758,534

Li Ning Co. Ltd. (c)

1,277,500

3,466,061

Texwinca Holdings Ltd.

14,950,000

12,684,815

Weiqiao Textile Co. Ltd. (H Shares)

16,182,500

11,291,226

 

41,283,451

TOTAL CONSUMER DISCRETIONARY

241,396,838

CONSUMER STAPLES - 1.4%

Food & Staples Retailing - 0.7%

Dairy Farm International Holdings Ltd.

2,642,400

15,587,202

Personal Products - 0.7%

Hengan International Group Co. Ltd.

2,202,000

14,175,056

TOTAL CONSUMER STAPLES

29,762,258

ENERGY - 6.7%

Energy Equipment & Services - 0.3%

China Oilfield Services Ltd. (H Shares)

6,978,000

7,540,036

Oil, Gas & Consumable Fuels - 6.4%

China Petroleum & Chemical Corp.(H Shares)

28,928,000

24,533,659

 

Shares

Value

China Shenhua Energy Co. Ltd.(H Shares)

2,800,500

$ 12,563,653

CNOOC Ltd.

28,575,000

42,796,057

CNPC (Hong Kong) Ltd.

18,280,000

19,298,459

PetroChina Co. Ltd. (H Shares)

31,750,000

38,205,162

 

137,396,990

TOTAL ENERGY

144,937,026

FINANCIALS - 41.0%

Capital Markets - 2.6%

Yuanta Financial Holding Co. Ltd.

86,959,000

57,172,240

Commercial Banks - 17.6%

Bank of China (H Shares)

155,295,000

90,087,599

BOC Hong Kong Holdings Ltd.

23,592,000

54,307,435

China Citic Bank Corp. Ltd. Class H

9,155,000

6,853,104

China Construction Bank Corp. (H Shares)

92,550,000

79,792,344

China Merchants Bank Co. Ltd. (H Shares)

10,312,500

26,383,580

Chinatrust Financial Holding Co. Ltd.

33,511,601

20,054,290

E.Sun Financial Holdings Co. Ltd.

12,980,410

5,033,857

HSBC Holdings PLC (Hong Kong) (Reg.)

1,529,200

16,887,031

Industrial & Commercial Bank of China Ltd. (H Shares)

73,076,000

58,141,860

Mega Financial Holding Co. Ltd.

19,214,000

10,659,877

Sinopac Holdings Co. (a)

16,800,000

6,181,289

Taishin Financial Holdings Co. Ltd. (a)

12,911,000

5,033,825

Wing Hang Bank Ltd.

60,000

582,121

 

379,998,212

Diversified Financial Services - 4.4%

China Everbright Ltd.

6,844,000

16,134,389

Fubon Financial Holding Co. Ltd. (a)

8,665,000

9,579,022

Hong Kong Exchange & Clearing Ltd.

3,959,300

69,695,797

 

95,409,208

Insurance - 5.7%

Cathay Financial Holding Co. Ltd. (a)

17,733,000

30,296,093

China Life Insurance Co. Ltd. (H Shares)

14,469,000

66,527,812

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

2,604,500

22,826,116

Shin Kong Financial Holding Co. Ltd. (a)

10,251,000

4,155,117

 

123,805,138

Real Estate Management & Development - 10.7%

Cheung Kong Holdings Ltd.

2,991,000

37,960,644

China Overseas Land & Investment Ltd.

5,055,920

10,900,384

China Resources Land Ltd.

1,308,000

3,157,538

Farglory Land Development Co. Ltd.

2,381,000

4,765,810

Hang Lung Properties Ltd.

6,089,000

23,011,969

Henderson Land Development Co. Ltd.

3,008,000

21,266,176

Hysan Development Co. Ltd.

1,331,178

3,931,627

Kerry Properties Ltd.

2,398,000

13,370,988

New World Development Co. Ltd.

12,821,000

27,597,192

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Management & Development - continued

Shimao Property Holdings Ltd.

10,136,000

$ 18,828,961

Sino Land Co.

2,414,000

4,591,471

Sino-Ocean Land Holdings Ltd.

15,047,866

14,634,362

Sun Hung Kai Properties Ltd.

3,038,000

46,028,425

 

230,045,547

TOTAL FINANCIALS

886,430,345

HEALTH CARE - 0.5%

Health Care Providers & Services - 0.5%

Sinopharm Group Co. Ltd. Class H

3,005,200

10,661,674

INDUSTRIALS - 9.2%

Airlines - 0.3%

Air China Ltd. (H Shares) (a)

4,190,000

2,268,123

Cathay Pacific Airways Ltd.

2,256,000

3,655,430

 

5,923,553

Electrical Equipment - 0.9%

China High Speed Transmission Equipment Group Co. Ltd.

5,607,000

11,245,073

Dongfang Electric Corp. Ltd.

1,758,200

8,734,295

 

19,979,368

Industrial Conglomerates - 3.2%

Beijing Enterprises Holdings Ltd.

1,710,000

10,236,238

Far Eastern Textile Ltd.

17,520,420

20,583,168

Hutchison Whampoa Ltd.

3,080,000

21,618,727

Poly (Hong Kong) Investments Ltd.

2,883,000

3,295,210

Shanghai Industrial Holdings Ltd.

2,938,000

13,802,338

 

69,535,681

Machinery - 1.5%

China International Marine Containers Co. Ltd. (B Shares)

6,221,556

6,204,494

Haitian International Holdings Ltd.

11,892,000

5,276,073

Shanghai Zhenhua Port Machinery Co. Ltd. (B Shares)

1,930,160

1,597,360

Singamas Container Holdings Ltd.

57,306,000

10,875,961

Sinotruk Hong Kong Ltd.

1,308,000

1,555,324

Weichai Power Co. Ltd. (H Shares)

1,134,000

7,402,776

 

32,911,988

Marine - 1.7%

China Cosco Holdings Co. Ltd. (H Shares) (c)

12,502,000

15,409,175

Orient Overseas International Ltd.

1,585,000

7,733,455

Shun Tak Holdings Ltd. (c)

20,066,000

13,498,415

 

36,641,045

Transportation Infrastructure - 1.6%

China Merchant Holdings International Co. Ltd.

1,984,000

6,327,817

 

Shares

Value

Cosco Pacific Ltd.

5,588,000

$ 7,719,260

Zhejiang Expressway Co. Ltd. (H Shares)

23,680,000

20,141,217

 

34,188,294

TOTAL INDUSTRIALS

199,179,929

INFORMATION TECHNOLOGY - 16.6%

Communications Equipment - 0.9%

Vtech Holdings Ltd.

1,837,000

15,310,363

ZTE Corp. (H Shares)

445,820

2,470,447

 

17,780,810

Computers & Peripherals - 0.6%

Acer, Inc.

3,681,810

8,646,098

HTC Corp.

477,200

4,721,141

 

13,367,239

Electronic Equipment & Components - 7.8%

AU Optronics Corp.

7,798,090

6,889,141

BYD Co. Ltd. (H Shares) (a)(c)

2,130,800

19,508,581

Coretronic Corp.

14,192,000

15,480,923

Hon Hai Precision Industry Co. Ltd. (Foxconn)

16,478,225

64,301,168

Kingboard Chemical Holdings Ltd.

2,247,500

9,046,218

Kingboard Laminates Holdings Ltd.

16,712,500

11,688,622

Largan Precision Co. Ltd.

983,600

11,222,931

Tripod Technology Corp.

3,217,820

8,021,750

Unimicron Technology Corp.

19,729,000

22,426,318

 

168,585,652

Internet Software & Services - 3.4%

Tencent Holdings Ltd.

4,240,000

73,831,256

Semiconductors & Semiconductor Equipment - 3.9%

Kinsus Interconnect Technology Corp.

3,163,000

7,899,406

MediaTek, Inc.

2,071,262

28,881,026

Taiwan Semiconductor Manufacturing Co. Ltd.

26,166,796

47,289,138

 

84,069,570

TOTAL INFORMATION TECHNOLOGY

357,634,527

MATERIALS - 8.0%

Chemicals - 1.0%

Formosa Plastics Corp.

7,854,250

15,008,839

Taiwan Fertilizer Co. Ltd.

2,167,000

6,702,276

 

21,711,115

Construction Materials - 1.1%

Anhui Conch Cement Co. Ltd. (H Shares)

746,000

4,826,998

Asia Cement Corp.

3,127,080

3,271,100

China National Building Materials Co. Ltd. (H Shares)

4,258,000

9,142,365

China Shanshui Cement Group Ltd.

8,678,000

6,196,816

 

23,437,279

Metals & Mining - 4.7%

Angang Steel Co. Ltd. (H Shares) (c)

7,682,000

14,160,831

Common Stocks - continued

Shares

Value

MATERIALS - continued

Metals & Mining - continued

BlueScope Steel Ltd.

6,997,424

$ 18,538,121

China Steel Corp.

20,445,000

18,084,074

Hidili Industry International Development Ltd. (a)

12,475,000

12,766,579

Jiangxi Copper Co. Ltd. (H Shares) (c)

5,428,000

12,298,779

Maanshan Iron & Steel Co. Ltd.(H Shares) (a)(c)

13,862,000

8,344,966

OZ Minerals Ltd. (a)

11,666,449

12,195,215

Xingda International Holdings Ltd.

12,842,000

6,359,142

 

102,747,707

Paper & Forest Products - 1.2%

Nine Dragons Paper (Holdings) Ltd.

11,154,000

15,940,865

Shandong Chenming Paper Holdings Ltd.:

(B Shares)

9,255,872

6,453,602

(H Shares)

4,580,600

3,199,263

 

25,593,730

TOTAL MATERIALS

173,489,831

TELECOMMUNICATION SERVICES - 3.9%

Diversified Telecommunication Services - 0.2%

China Unicom (Hong Kong) Ltd.

3,434,000

4,366,432

Wireless Telecommunication Services - 3.7%

China Mobile (Hong Kong) Ltd.

7,358,500

68,983,512

Taiwan Mobile Co. Ltd.

6,483,000

11,551,184

 

80,534,696

TOTAL TELECOMMUNICATION SERVICES

84,901,128

 

Shares

Value

UTILITIES - 0.3%

Independent Power Producers & Energy Traders - 0.3%

China Resources Power Holdings Co. Ltd.

2,942,600

$ 6,096,167

TOTAL COMMON STOCKS

(Cost $1,823,106,567)

2,134,489,723

Money Market Funds - 2.7%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (d)

26,759,308

26,759,308

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

31,731,020

31,731,020

TOTAL MONEY MARKET FUNDS

(Cost $58,490,328)

58,490,328

TOTAL INVESTMENT PORTFOLIO - 101.5%

(Cost $1,881,596,895)

2,192,980,051

NET OTHER ASSETS - (1.5)%

(32,453,406)

NET ASSETS - 100%

$ 2,160,526,645

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 252,490

Fidelity Securities Lending Cash Central Fund

258,952

Total

$ 511,442

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 241,396,838

$ -

$ 241,396,838

$ -

Consumer Staples

29,762,258

-

29,762,258

-

Energy

144,937,026

-

144,937,026

-

Financials

886,430,345

-

886,430,345

-

Health Care

10,661,674

-

10,661,674

-

Industrials

199,179,929

-

199,179,929

-

Information Technology

357,634,527

-

357,634,527

-

Materials

173,489,831

-

173,489,831

-

Telecommunication Services

84,901,128

-

84,901,128

-

Utilities

6,096,167

-

6,096,167

-

Money Market Funds

58,490,328

58,490,328

-

-

Total Investments in Securities:

$ 2,192,980,051

$ 58,490,328

$ 2,134,489,723

$ -

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

Investments in Securities:

Beginning Balance

$ 3,377,416

Total Realized Gain (Loss)

(2,615,311)

Total Unrealized Gain (Loss)

3,181,061

Cost of Purchases

693,176

Proceeds of Sales

(4,636,342)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $183,638,930 of which $148,402,224 and $35,236,706 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

China Region

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $29,883,388) - See accompanying schedule:

Unaffiliated issuers (cost $1,823,106,567)

$ 2,134,489,723

 

Fidelity Central Funds (cost $58,490,328)

58,490,328

 

Total Investments (cost $1,881,596,895)

 

$ 2,192,980,051

Receivable for investments sold

4,265,474

Receivable for fund shares sold

6,968,202

Dividends receivable

677,016

Distributions receivable from Fidelity Central Funds

110,370

Prepaid expenses

11,823

Other receivables

348,987

Total assets

2,205,361,923

 

 

 

Liabilities

Payable for investments purchased

$ 4,967,028

Payable for fund shares redeemed

6,081,556

Accrued management fee

1,274,230

Distribution fees payable

8,236

Other affiliated payables

495,195

Other payables and accrued expenses

278,013

Collateral on securities loaned, at value

31,731,020

Total liabilities

44,835,278

 

 

 

Net Assets

$ 2,160,526,645

Net Assets consist of:

 

Paid in capital

$ 2,022,501,705

Undistributed net investment income

17,665,449

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

(191,023,588)

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

311,383,079

Net Assets

$ 2,160,526,645

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($11,841,563 ÷ 447,439 shares)

$ 26.47

 

 

 

Maximum offering price per share (100/94.25 of $26.47)

$ 28.08

Class T:
Net Asset Value
and redemption price per share ($3,139,199 ÷ 118,901 shares)

$ 26.40

 

 

 

Maximum offering price per share (100/96.50 of $26.40)

$ 27.36

Class B:
Net Asset Value
and offering price per share ($1,914,530 ÷ 72,865 shares) A

$ 26.28

 

 

 

Class C:
Net Asset Value
and offering price per share ($3,806,401 ÷ 145,028 shares) A

$ 26.25

 

 

 

China Region:
Net Asset Value
, offering price and redemption price per share ($2,138,141,158 ÷ 80,520,995 shares)

$ 26.55

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,683,794 ÷ 63,412 shares)

$ 26.55

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

China Region
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 34,789,884

Interest

 

4,179

Income from Fidelity Central Funds

 

511,442

 

 

35,305,505

Less foreign taxes withheld

 

(3,044,381)

Total income

 

32,261,124

 

 

 

Expenses

Management fee

$ 8,847,063

Transfer agent fees

3,454,783

Distribution fees

39,001

Accounting and security lending fees

568,104

Custodian fees and expenses

891,815

Independent trustees' compensation

7,990

Registration fees

183,743

Audit

73,657

Legal

4,317

Interest

240

Miscellaneous

18,088

Total expenses before reductions

14,088,801

Expense reductions

(1,149,025)

12,939,776

Net investment income (loss)

19,321,348

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(49,982,550)

Foreign currency transactions

(599,246)

Futures contracts

13,036,301

Total net realized gain (loss)

 

(37,545,495)

Change in net unrealized appreciation (depreciation) on:

Investment securities

584,911,835

Assets and liabilities in foreign currencies

33,654

Total change in net unrealized appreciation (depreciation)

 

584,945,489

Net gain (loss)

547,399,994

Net increase (decrease) in net assets resulting from operations

$ 566,721,342

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 19,321,348

$ 20,232,414

Net realized gain (loss)

(37,545,495)

(151,826,882)

Change in net unrealized appreciation (depreciation)

584,945,489

(900,567,403)

Net increase (decrease) in net assets resulting from operations

566,721,342

(1,032,161,871)

Distributions to shareholders from net investment income

(7,631,813)

(15,794,709)

Distributions to shareholders from net realized gain

-

(223,593,729)

Total distributions

(7,631,813)

(239,388,438)

Share transactions - net increase (decrease)

858,935,262

(34,409,565)

Redemption fees

1,318,632

2,616,118

Total increase (decrease) in net assets

1,419,343,423

(1,303,343,756)

 

 

 

Net Assets

Beginning of period

741,183,222

2,044,526,978

End of period (including undistributed net investment income of $17,665,449 and undistributed net investment income of $6,027,366, respectively)

$ 2,160,526,645

$ 741,183,222

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 16.67

$ 29.28

Income from Investment Operations

 

 

Net investment income (loss) E

  .30

.28

Net realized and unrealized gain (loss)

  9.63

(12.91)

Total from investment operations

  9.93

(12.63)

Distributions from net investment income

  (.16)

-

Redemption fees added to paid in capital E

  .03

.02

Net asset value, end of period

$ 26.47

$ 16.67

Total Return B, C, D

  60.41%

(43.07)%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  1.39%

1.44% A

Expenses net of fee waivers, if any

  1.39%

1.44% A

Expenses net of all reductions

  1.31%

1.30% A

Net investment income (loss)

  1.27%

2.63% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 11,842

$ 340

Portfolio turnover rate G

  88%

133%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2009
2008 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 16.65

$ 29.28

Income from Investment Operations

 

 

Net investment income (loss) E

  .23

.26

Net realized and unrealized gain (loss)

  9.64

(12.91)

Total from investment operations

  9.87

(12.65)

Distributions from net investment income

  (.14)

-

Redemption fees added to paid in capital E

  .02

.02

Net asset value, end of period

$ 26.40

$ 16.65

Total Return B, C, D

  59.92%

(43.14)%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  1.66%

1.68% A

Expenses net of fee waivers, if any

  1.66%

1.68% A

Expenses net of all reductions

  1.58%

1.53% A

Net investment income (loss)

  1.00%

2.40% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 3,139

$ 107

Portfolio turnover rate G

  88%

133%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 16.61

$ 29.28

Income from Investment Operations

 

 

Net investment income (loss) E

  .12

.20

Net realized and unrealized gain (loss)

  9.63

(12.89)

Total from investment operations

  9.75

(12.69)

Distributions from net investment income

  (.10)

-

Redemption fees added to paid in capital E

  .02

.02

Net asset value, end of period

$ 26.28

$ 16.61

Total Return B, C, D

  59.16%

(43.27)%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  2.15%

2.17% A

Expenses net of fee waivers, if any

  2.15%

2.17% A

Expenses net of all reductions

  2.06%

2.02% A

Net investment income (loss)

  .51%

1.91% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 1,915

$ 155

Portfolio turnover rate G

  88%

133%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2009
2008 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 16.61

$ 29.28

Income from Investment Operations

 

 

Net investment income (loss) E

  .12

.20

Net realized and unrealized gain (loss)

  9.62

(12.89)

Total from investment operations

  9.74

(12.69)

Distributions from net investment income

  (.12)

-

Redemption fees added to paid in capital E

  .02

.02

Net asset value, end of period

$ 26.25

$ 16.61

Total Return B, C, D

  59.18%

(43.27)%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  2.15%

2.13% A

Expenses net of fee waivers, if any

  2.15%

2.13% A

Expenses net of all reductions

  2.07%

1.98% A

Net investment income (loss)

  .51%

1.95% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 3,806

$ 233

Portfolio turnover rate G

  88%

133%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - China Region

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.69

$ 41.52

$ 22.94

$ 17.74

$ 15.88

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .33

.39

.46

.42

.36

Net realized and unrealized gain (loss)

  9.68

(20.42)

18.58

4.99

1.75

Total from investment operations

  10.01

(20.03)

19.04

5.41

2.11

Distributions from net investment income

  (.17)

(.32)

(.29)

(.22)

(.26)

Distributions from net realized gain

  -

(4.53)

(.20)

-

-

Total distributions

  (.17)

(4.85)

(.49)

(.22)

(.26)

Redemption fees added to paid in capital B

  .02

.05

.03

.01

.01

Net asset value, end of period

$ 26.55

$ 16.69

$ 41.52

$ 22.94

$ 17.74

Total Return A

  60.77%

(53.75)%

84.73%

30.83%

13.44%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.12%

1.11%

1.08%

1.14%

1.16%

Expenses net of fee waivers, if any

  1.12%

1.11%

1.08%

1.14%

1.16%

Expenses net of all reductions

  1.03%

.96%

.92%

1.08%

1.12%

Net investment income (loss)

  1.54%

1.45%

1.64%

1.99%

2.04%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,138,141

$ 740,289

$ 2,044,527

$ 734,793

$ 396,905

Portfolio turnover rate D

  88%

133%

173%

36%

44%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 16.70

$ 29.28

Income from Investment Operations

 

 

Net investment income (loss) D

  .37

.34

Net realized and unrealized gain (loss)

  9.64

(12.94)

Total from investment operations

  10.01

(12.60)

Distributions from net investment income

  (.18)

-

Redemption fees added to paid in capital D

  .02

.02

Net asset value, end of period

$ 26.55

$ 16.70

Total Return B, C

  60.78%

(42.96)%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  1.08%

1.05% A

Expenses net of fee waivers, if any

  1.08%

1.05% A

Expenses net of all reductions

  1.00%

.91% A

Net investment income (loss)

  1.58%

3.02% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 1,684

$ 60

Portfolio turnover rate F

  88%

133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, China Region 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

3. 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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 391,865,421

Gross unrealized depreciation

(93,310,749)

Net unrealized appreciation (depreciation)

$ 298,554,672

 

 

Tax Cost

$ 1,894,425,379

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

Undistributed ordinary income

$ 23,109,275

Capital loss carryforward

$ (183,638,930)

Net unrealized appreciation (depreciation)

$ 298,554,595

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 7,631,813

$ 49,852,032

Long-term Capital Gains

-

189,536,406

Total

$ 7,631,813

$ 239,388,438

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives. While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

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

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 13,036,301

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 13,036,301

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $13,036,301 for futures contracts.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,970,322,629 and $1,053,121,225, respectively.

Annual Report

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate 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%

$ 10,385

$ 676

Class T

.25%

.25%

5,834

194

Class B

.75%

.25%

7,621

5,822

Class C

.75%

.25%

15,161

8,014

 

 

 

$ 39,001

$ 14,706

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 25,166

Class T

3,265

Class B*

768

Class C*

728

 

$ 29,927

* 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 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 12,947

.30

Class T

3,941

.33

Class B

2,531

.33

Class C

5,097

.33

China Region

3,428,423

.28

Institutional Class

1,844

.24

 

$ 3,454,783

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $199 for the period.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 5,837,250

.37%

$ 240

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $5,537 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $258,952.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of China Region's operating expenses. During the period, this reimbursement reduced the class' expenses by $47,001.

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 $1,102,024 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 4,014

$ -

Class T

973

-

Class B

969

-

Class C

1,793

-

China Region

7,623,415

15,794,709

Institutional Class

649

-

Total

$ 7,631,813

$ 15,794,709

From net realized gain

 

 

China Region

$ -

$ 223,593,729

Annual Report

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008 A

2009

2008 A

Class A

 

 

 

 

Shares sold

476,918

30,242

$ 10,951,377

$ 750,104

Reinvestment of distributions

220

-

3,532

-

Shares redeemed

(50,111)

(9,830)

(1,196,308)

(195,417)

Net increase (decrease)

427,027

20,412

$ 9,758,601

$ 554,687

Class T

 

 

 

 

Shares sold

124,214

6,603

$ 2,764,790

$ 171,008

Reinvestment of distributions

61

-

973

-

Shares redeemed

(11,807)

(170)

(289,925)

(3,942)

Net increase (decrease)

112,468

6,433

$ 2,475,838

$ 167,066

Class B

 

 

 

 

Shares sold

76,310

9,379

$ 1,715,391

$ 239,439

Reinvestment of distributions

60

-

969

-

Shares redeemed

(12,815)

(69)

(303,220)

(1,147)

Net increase (decrease)

63,555

9,310

$ 1,413,140

$ 238,292

Class C

 

 

 

 

Shares sold

162,651

16,209

$ 3,650,852

$ 359,453

Reinvestment of distributions

112

-

1,793

-

Shares redeemed

(31,751)

(2,193)

(779,443)

(34,305)

Net increase (decrease)

131,012

14,016

$ 2,873,202

$ 325,148

China Region

 

 

 

 

Shares sold

54,595,118

24,232,728

$ 1,249,255,109

$ 702,714,867

Reinvestment of distributions

454,390

7,102,996

7,297,501

228,787,494

Shares redeemed

(18,885,174)

(36,222,341)

(415,361,909)

(967,305,455)

Net increase (decrease)

36,164,334

(4,886,617)

$ 841,190,701

$ (35,803,094)

Institutional Class

 

 

 

 

Shares sold

72,363

5,359

$ 1,546,935

$ 145,686

Reinvestment of distributions

40

-

649

-

Shares redeemed

(12,559)

(1,791)

(323,804)

(37,350)

Net increase (decrease)

59,844

3,568

$ 1,223,780

$ 108,336

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

12. Other.

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

Annual Report

Emerging Markets

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Emerging Markets

53.95%

14.98%

9.56%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Emerging Markets, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.


fid587

Annual Report

Emerging Markets

Management's Discussion of Fund Performance

Market Recap: Stocks in emerging markets produced outsized gains, as investors' mood shifted from despair early in the 12-month period to optimism that the global recession might have ended. Reflecting the improving sentiment, the MSCI® Emerging Markets (EM) Index returned 64.63% for the year ending October 31, 2009. Of the three regions with the largest representation in the index - Europe/Middle East/Africa (EMEA), Latin America, and Asia ex Australia and New Zealand - Latin America had the strongest showing, at more than 77%, driven mainly by a return of over 92% for Brazil, whose major city, Rio de Janeiro, recently won the competition to host the 2016 Olympic games. Moreover, near period end Brazil's government debt earned an investment-grade rating from one of the major U.S. credit-rating agencies. Asian stocks also performed extremely well, returning almost 67%. A key driver in that case was China, whose return of roughly 102% came amid accelerating economic growth - from 6.1% in the first quarter of 2009 to 8.9% in the third quarter - and optimism fostered by the government's massive fiscal stimulus package. In the EMEA region, stocks returned about 47%, with key components South Africa and Russia finishing at roughly 62% and 45%, respectively.

Comments from Robert von Rekowsky, Portfolio Manager of Fidelity® Emerging Markets Fund: During the year, the fund's Retail Class shares returned 53.95%, trailing the MSCI index. Unrewarding stock selection in financials, industrials, information technology, materials and consumer staples hurt results, along with a modest cash position. At the country level, stock picking in Russia, India, South Korea, South Africa, Taiwan and Israel detracted, as did our positioning in China. A small out-of-index position in IT services provider Rolta India fared poorly due to the alleged fraud of a competitor. Other detractors included Russian natural gas producer/distributor Gazprom, Brazilian pulp and paper holding Votorantim Celulose e Papel, Bahrain-based investment bank Gulf Finance House - a small out-of-benchmark holding - and Mexican bank Grupo Financiero Banorte. Underweighting strong-performing South African gold-mining stock AngloGold Ashanti further detracted. Conversely, good stock picks and an overweighting in consumer discretionary aided performance, as did stock selection in telecommunication services. Indonesian conglomerate Astra International was boosted by healthy sales of mining equipment and rebounding palm oil prices. Other contributors included Indonesia-based natural gas utility Perusahaan Gas Negara, Hungary's OTP Bank and CNPC, a Hong Kong-based energy company. Some stocks I've mentioned were sold by period end.

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

Annual Report

Emerging Markets

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Emerging Markets

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,429.20

$ 7.29

HypotheticalA

 

$ 1,000.00

$ 1,019.21

$ 6.06

Class K

.92%

 

 

 

Actual

 

$ 1,000.00

$ 1,431.80

$ 5.64

HypotheticalA

 

$ 1,000.00

$ 1,020.57

$ 4.69

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Emerging Markets

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Brazil

16.9%

 

fid265

Korea (South)

10.5%

 

fid267

China

10.1%

 

fid269

Russia

8.8%

 

fid271

Taiwan

7.7%

 

fid273

India

7.2%

 

fid275

South Africa

6.1%

 

fid277

Hong Kong

5.4%

 

fid279

Indonesia

4.7%

 

fid281

Other

22.6%

 

fid599

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

As of April 30, 2009

fid263

Brazil

13.1%

 

fid265

Korea (South)

11.9%

 

fid267

China

9.6%

 

fid269

Taiwan

8.8%

 

fid271

South Africa

8.0%

 

fid273

Russia

6.6%

 

fid275

India

6.5%

 

fid277

Hong Kong

6.3%

 

fid279

Indonesia

3.9%

 

fid281

Other

25.3%

 

fid611

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.2

97.9

Short-Term Investments and Net Other Assets

0.8

2.1

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

4.1

3.8

Vale SA (PN-A) sponsored ADR (Brazil, Metals & Mining)

3.5

2.7

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

3.0

2.5

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

2.4

1.6

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

2.0

1.8

China Construction Bank Corp. (H Shares) (China, Commercial Banks)

1.9

1.7

Itau Unibanco Banco Multiplo SA ADR (Brazil, Commercial Banks)

1.9

0.1

Industrial & Commercial Bank of China Ltd. (H Shares) (China, Commercial Banks)

1.7

2.0

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

1.5

2.3

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Taiwan, Electronic Equipment & Components)

1.4

1.2

 

23.4

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

26.0

22.0

Energy

15.8

14.5

Materials

14.8

12.6

Information Technology

12.9

14.3

Telecommunication Services

9.2

8.8

Consumer Discretionary

6.8

9.3

Industrials

6.1

5.6

Consumer Staples

2.9

5.0

Utilities

2.6

3.3

Health Care

2.1

2.5

Annual Report

Emerging Markets

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value

Argentina - 0.1%

Banco Macro SA sponsored ADR

173,100

$ 5,059,713

Australia - 0.2%

Sino Gold Mining Ltd. (a)

1,583,111

9,290,404

Bailiwick of Jersey - 0.3%

Randgold Resources Ltd. sponsored ADR

199,700

13,321,987

Bermuda - 0.6%

Aquarius Platinum Ltd.:

(Australia) (c)

3,233,117

14,059,008

(United Kingdom)

731,222

3,129,756

Huabao International Holdings Ltd.

5,988,000

5,711,833

TOTAL BERMUDA

22,900,597

Brazil - 16.9%

Banco ABC Brasil SA

890,300

5,024,746

Banco Santander (Brasil) SA ADR (a)

1,277,900

15,155,894

BM&F BOVESPA SA

2,748,100

17,710,047

Brasil Foods SA

289,800

6,988,307

Companhia Brasileira de Distribuicao Grupo Pao de Acucar sponsored ADR (c)

141,200

8,541,188

Companhia de Saneamento de Minas Gerais

19,364

340,838

Companhia Energetica de Minas Gerais (CEMIG) (PN) sponsored ADR (non-vtg.)

8,650

136,584

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (c)

1,213,500

40,239,660

Fertilizantes Fosfatados SA (PN) (a)

669,400

6,461,390

Gerdau SA sponsored ADR (c)

2,151,200

32,483,120

GVT Holding SA (a)

342,900

9,841,923

Itau Unibanco Banco Multiplo SA ADR

3,889,560

74,446,178

Localiza Rent A Car SA

1,080,400

11,318,067

Net Servicos de Comunicacao SA sponsored ADR

1,461,766

17,965,104

OGX Petroleo e Gas Participacoes SA

31,400

25,316,829

PDG Realty S.A. Empreendimentos e Participacoes

1,552,600

12,958,903

Petroleo Brasileiro SA - Petrobras:

(PN) (non-vtg.)

3,296,900

65,368,923

(PN) sponsored ADR (non-vtg.)

2,378,700

95,433,444

sponsored ADR

385,300

17,808,566

Tele Norte Leste Participacoes SA sponsored ADR (non-vtg.)

1,294,200

24,667,452

Tivit Terc de Tec E Servico SA

467,000

3,577,010

Vale SA (PN-A) sponsored ADR

5,857,400

135,305,941

Vivo Participacoes SA sponsored ADR

781,100

18,941,675

Votorantim Celulose e Papel SA sponsored ADR (a)

1,112,065

15,279,773

TOTAL BRAZIL

661,311,562

 

Shares

Value

Canada - 1.1%

Eldorado Gold Corp. (a)

611,600

$ 6,811,558

First Quantum Minerals Ltd.

227,500

15,551,138

Sherritt International Corp. (c)

900,900

5,773,880

Sino-Forest Corp. (a)

595,900

8,381,177

Uranium One, Inc. (a)

2,288,200

6,487,301

TOTAL CANADA

43,005,054

Cayman Islands - 1.8%

China Dongxiang Group Co. Ltd.

17,981,000

10,986,438

China Shanshui Cement Group Ltd.

8,975,000

6,408,898

Eurasia Drilling Co. Ltd. GDR (Reg. S)

795,900

13,132,350

Geely Automobile Holdings Ltd. (c)

48,900,000

17,681,543

Hidili Industry International Development Ltd. (a)

5,343,000

5,467,882

Integra Group Holdings unit (a)

3,586,700

11,800,243

Yingli Green Energy Holding Co. Ltd. ADR (a)(c)

321,600

3,724,128

TOTAL CAYMAN ISLANDS

69,201,482

China - 10.1%

Baidu.com, Inc. sponsored ADR (a)

28,800

10,884,096

China Construction Bank Corp. (H Shares)

86,479,000

74,558,208

China Merchants Bank Co. Ltd. (H Shares)

13,612,350

34,825,942

China National Materials Co. Ltd.
(H Shares)

8,621,000

6,821,188

China Railway Construction Corp. Ltd. (H Shares)

10,180,000

13,494,219

China Shenhua Energy Co. Ltd. (H Shares)

7,568,500

33,953,939

China Yurun Food Group Ltd.

8,323,000

17,106,706

Golden Eagle Retail Group Ltd. (H Shares)

9,199,000

15,821,963

Industrial & Commercial Bank of China Ltd. (H Shares)

85,412,000

67,956,819

Maanshan Iron & Steel Co. Ltd. (H Shares) (a)

10,458,000

6,295,748

PICC Property & Casualty Co. Ltd. (H Shares) (a)(c)

13,580,000

10,002,720

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

4,138,000

36,265,873

Tencent Holdings Ltd.

2,126,300

37,025,330

Yantai Changyu Pioneer Wine Co. (B Shares)

1,602,950

11,783,639

ZTE Corp. (H Shares)

3,291,080

18,237,041

TOTAL CHINA

395,033,431

Cyprus - 0.1%

Globaltrans Investment PLC GDR (Reg. S) (a)

333,800

2,937,440

XXI Century Investments Public Ltd. (a)

160,365

59,240

TOTAL CYPRUS

2,996,680

Common Stocks - continued

Shares

Value

Czech Republic - 1.1%

Ceske Energeticke Zavody AS

481,200

$ 23,989,208

Komercni Banka AS

105,500

20,985,205

TOTAL CZECH REPUBLIC

44,974,413

Egypt - 0.7%

Commercial International Bank Ltd. sponsored GDR

1,492,019

15,069,392

Orascom Telecom Holding SAE unit

321,400

10,959,740

TOTAL EGYPT

26,029,132

Hong Kong - 5.4%

China Mobile (Hong Kong) Ltd.

6,442,400

60,395,377

China Overseas Land & Investment Ltd.

8,670,000

18,692,213

China Resources Power Holdings Co. Ltd.

7,491,500

15,520,096

CNOOC Ltd.

28,901,000

43,284,299

CNOOC Ltd. sponsored ADR

20,000

2,978,800

CNPC (Hong Kong) Ltd.

18,746,000

19,790,422

Cosco Pacific Ltd.

6,864,000

9,481,926

Hong Kong Exchange & Clearing Ltd.

557,500

9,813,706

Shanghai Industrial Holdings Ltd.

3,875,000

18,204,241

Sino-Ocean Land Holdings Ltd.

12,878,500

12,524,609

TOTAL HONG KONG

210,685,689

Hungary - 0.8%

OTP Bank Ltd. (a)

1,057,900

30,196,579

India - 7.2%

Bank of Baroda

558,774

6,037,865

Bharat Heavy Electricals Ltd.

470,875

22,040,528

Housing Development and Infrastructure Ltd. (a)

1,681,902

11,147,955

Housing Development Finance Corp. Ltd.

675,733

37,843,888

Indiabulls Real Estate Ltd. (a)

1,835,219

9,608,347

Infosys Technologies Ltd. sponsored ADR

894,400

41,142,400

ITC Ltd.

1,500

8,084

Jain Irrigation Systems Ltd.

745,510

12,050,774

JSW Steel Ltd.

1,069,795

16,964,462

Mahindra & Mahindra Ltd.

855,928

16,576,222

Power Finance Corp. Ltd.

739,047

3,451,345

Reliance Industries Ltd.

1,143,302

46,294,890

Rural Electrification Corp. Ltd.

1,649,256

6,936,451

Tata Consultancy Services Ltd.

1,536,426

20,444,088

Tata Power Co. Ltd.

591,378

16,639,352

Tata Steel Ltd.

1,352,931

13,383,049

TOTAL INDIA

280,569,700

Indonesia - 4.7%

PT Astra International Tbk

7,028,500

22,612,760

PT Bank Central Asia Tbk

41,196,500

19,399,497

PT Bank Mandiri Persero Tbk

32,948,500

15,810,489

PT Bank Rakyat Indonesia Tbk

29,987,500

21,821,816

 

Shares

Value

PT Bumi Resources Tbk

68,203,000

$ 16,419,017

PT Indocement Tunggal Prakarsa Tbk

14,098,000

16,052,919

PT Indofood Sukses Makmur Tbk

48,296,500

15,263,567

PT International Nickel Indonesia Tbk (a)

10,670,500

4,421,957

PT Perusahaan Gas Negara Tbk Series B

65,783,100

24,476,822

PT Telkomunikasi Indonesia Tbk Series B

34,714,000

29,892,705

TOTAL INDONESIA

186,171,549

Ireland - 0.3%

Dragon Oil PLC (a)

1,843,460

12,409,030

Israel - 1.6%

Israel Chemicals Ltd.

1,049,584

12,496,878

Teva Pharmaceutical Industries Ltd. sponsored ADR

961,300

48,526,424

TOTAL ISRAEL

61,023,302

Kazakhstan - 0.7%

JSC Halyk Bank of Kazakhstan unit (a)

2,315,176

15,743,197

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

573,211

13,556,440

TOTAL KAZAKHSTAN

29,299,637

Korea (South) - 10.5%

DigiTech Systems Co., Ltd. (a)

83,167

1,725,591

Doosan Heavy Industries & Construction Co. Ltd.

246,474

13,178,533

Hynix Semiconductor, Inc. (a)

1,439,420

21,292,060

Hyundai Engineering & Construction Co. Ltd.

274,895

15,121,011

Hyundai Industrial Development & Construction Co.

442,400

13,045,439

Hyundai Mobis

209,390

27,818,405

Hyundai Motor Co.

413,621

37,379,744

Industrial Bank of Korea (a)

1,707,090

20,605,010

KB Financial Group, Inc. (a)

823,380

39,459,307

Korea Exchange Bank

2,268,960

25,690,097

LG Corp.

310,804

17,543,493

LG Innotek Co. Ltd.

78,005

7,019,825

Lumens Co. Ltd. (a)

889,544

4,940,866

MegaStudy Co. Ltd.

46,085

9,548,795

Samsung Electronics Co. Ltd.

198,870

119,227,975

Shinhan Financial Group Co. Ltd. (a)

1,007,430

38,082,732

TOTAL KOREA (SOUTH)

411,678,883

Luxembourg - 1.0%

ArcelorMittal SA (NY Shares) Class A (c)

359,065

12,215,391

Evraz Group SA GDR

794,300

19,365,034

Ternium SA sponsored ADR (a)(c)

366,400

9,207,632

TOTAL LUXEMBOURG

40,788,057

Mexico - 3.3%

America Movil SAB de CV Series L sponsored ADR

1,792,100

79,085,373

Corporacion Geo SA de CV Series B (a)

4,957,000

13,102,434

Common Stocks - continued

Shares

Value

Mexico - continued

Empresas ICA Sociedad Controladora SA de CV sponsored ADR (a)

1,498,300

$ 13,065,176

Grupo Aeroportuario del Pacifico SA de CV sponsored ADR

278,500

7,098,965

Grupo Financiero Banorte SAB de CV Series O

5,419,300

17,320,614

TOTAL MEXICO

129,672,562

Nigeria - 0.2%

Guaranty Trust Bank PLC GDR (Reg. S)

1,205,281

7,472,742

Norway - 0.1%

Det Norske Oljeselskap ASA (DNO) (A Shares) (a)(c)

4,450,000

3,497,145

Papua New Guinea - 0.2%

Oil Search Ltd.

1,591,728

8,252,534

Peru - 0.5%

Compania de Minas Buenaventura SA sponsored ADR

548,200

18,403,074

Philippines - 0.4%

Philippine Long Distance Telephone Co. sponsored ADR

297,900

15,878,070

Poland - 1.0%

Bank Polska Kasa Opieki SA (a)

439,500

23,896,768

Bank Zachodni WBK SA (a)

192,000

10,386,450

Globe Trade Centre SA (a)

405,700

3,553,556

TOTAL POLAND

37,836,774

Russia - 8.8%

Cherkizovo Group OJSC GDR (a)

322,100

2,995,530

Interregional Distribution Grid Companies Holding JSC (a)

18,789,200

2,195,323

Magnit OJSC GDR (Reg. S)

1,032,000

13,725,600

Mechel Steel Group OAO sponsored ADR

810,700

13,911,612

Novorossiysk Commercial Sea Port JSC (a)

13,641,400

2,089,753

Novorossiysk Commercial Sea Port JSC GDR (Reg. S)

81,000

931,500

OAO Gazprom

1,043,900

6,229,279

OAO Gazprom sponsored ADR

3,618,359

85,501,823

OAO NOVATEK GDR

399,080

20,153,540

OAO Tatneft sponsored ADR

835,900

21,775,195

OGK-2 JSC (a)

79,981,600

2,709,697

OGK-6 JSC (a)

94,762,200

2,559,053

OJSC MMC Norilsk Nickel sponsored ADR (a)

2,276,866

29,189,422

OJSC Oil Company Rosneft GDR (Reg. S) (a)

4,676,500

35,775,225

Polymetal JSC GDR (Reg. S) (a)

1,041,600

9,197,328

RusHydro JSC sponsored ADR (a)

2,830,633

10,077,053

Sberbank (Savings Bank of the Russian Federation)

12,917,000

28,622,184

 

Shares

Value

Sberbank (Savings Bank of the Russian Federation) GDR

76,233

$ 18,285,449

Sistema JSFC sponsored GDR (a)

868,121

14,133,010

Vimpel Communications sponsored ADR (a)

1,451,700

26,028,981

TOTAL RUSSIA

346,086,557

Singapore - 0.2%

Straits Asia Resources Ltd.

5,927,000

7,574,567

South Africa - 6.1%

African Bank Investments Ltd.

4,081,699

16,091,690

AngloGold Ashanti Ltd.

380,000

14,100,736

Aspen Pharmacare Holdings Ltd.

2,217,177

18,787,471

Aveng Ltd.

3,283,952

17,549,439

Clicks Group Ltd.

4,157,611

13,144,703

Illovo Sugar Ltd.

2,736,665

12,435,406

Mr. Price Group Ltd.

2,985,145

13,717,338

MTN Group Ltd.

3,273,300

49,230,432

Murray & Roberts Holdings Ltd.

1,398,300

10,091,028

Mvelaphanda Resources Ltd. (a)

1,986,790

10,172,365

Raubex Group Ltd.

1,972,436

6,185,559

Shoprite Holdings Ltd.

1,802,935

14,769,644

Standard Bank Group Ltd.

2,692,600

33,844,905

Truworths International Ltd.

1,622,354

9,344,759

TOTAL SOUTH AFRICA

239,465,475

Taiwan - 7.7%

Advanced Semiconductor Engineering, Inc.

7,145,000

5,610,227

Advanced Semiconductor Engineering, Inc. sponsored ADR

3,000,400

11,611,548

Asia Cement Corp.

15,817,710

16,546,207

Epistar Corp.

1,161,000

3,368,201

First Financial Holding Co. Ltd.

27,382,077

15,759,266

Formosa Epitaxy, Inc.

6,159,000

8,471,876

Fubon Financial Holding Co. Ltd. (a)

14,606,000

16,146,704

Hon Hai Precision Industry Co. Ltd. (Foxconn)

13,610,447

53,110,553

Largan Precision Co. Ltd.

672,300

7,670,981

Macronix International Co. Ltd.

16,093,113

8,127,040

MediaTek, Inc.

2,392,868

33,365,399

Polaris Securities Co. Ltd.

9,130,000

4,667,356

Siliconware Precision Industries Co. Ltd.

13,774,633

18,042,393

Taiwan Mobile Co. Ltd.

10,062,000

17,928,121

Taiwan Semiconductor Manufacturing Co. Ltd.

14,808,447

26,762,111

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

2,258,114

21,542,408

Wistron Corp.

11,549,449

19,262,319

Yuanta Financial Holding Co. Ltd.

20,041,000

13,176,196

TOTAL TAIWAN

301,168,906

Thailand - 0.9%

Advanced Info Service PCL (For. Reg.)

2,094,000

5,310,077

Central Pattana PCL (For. Reg.)

4,976,300

3,174,909

Common Stocks - continued

Shares

Value

Thailand - continued

National Finance PCL (For. Reg.)

3,639,200

$ 2,107,838

Siam Commercial Bank PCL (For. Reg.)

7,515,100

17,068,615

Thai Airways International PCL (For. Reg.) (a)

12,103,800

7,046,151

Total Access Communication PCL (For. Reg.)

105,200

120,627

TOTAL THAILAND

34,828,217

Turkey - 2.0%

Hurriyet Gazetecilik ve Matbaacilik AS (a)

7,158,519

7,713,203

Tofas Turk Otomobil Fabrikasi AS

4,412,692

11,152,797

Turk Hava Yollari AO

5,696,000

15,987,443

Turkiye Garanti Bankasi AS

6,750,895

24,695,658

Turkiye Is Bankasi AS Series C

5,235,939

20,024,376

TOTAL TURKEY

79,573,477

United Kingdom - 1.4%

Hikma Pharmaceuticals PLC

1,626,618

12,613,156

Max Petroleum PLC (a)

11,871,400

3,459,557

Standard Chartered PLC (United Kingdom)

584,641

14,402,753

Tullow Oil PLC

290,700

5,665,210

Xstrata PLC

1,369,770

19,846,440

TOTAL UNITED KINGDOM

55,987,116

United States of America - 1.2%

Central European Distribution Corp. (a)

421,230

13,104,465

 

Shares

Value

CTC Media, Inc. (a)

707,917

$ 11,383,305

Freeport-McMoRan Copper & Gold, Inc.

308,800

22,653,568

TOTAL UNITED STATES OF AMERICA

47,141,338

TOTAL COMMON STOCKS

(Cost $3,081,642,736)

3,888,785,435

Money Market Funds - 3.2%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (d)

37,105,282

37,105,282

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

89,366,228

89,366,228

TOTAL MONEY MARKET FUNDS

(Cost $126,471,510)

126,471,510

TOTAL INVESTMENT PORTFOLIO - 102.4%

(Cost $3,208,114,246)

4,015,256,945

NET OTHER ASSETS - (2.4)%

(95,600,063)

NET ASSETS - 100%

$ 3,919,656,882

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 434,681

Fidelity Securities Lending Cash Central Fund

782,606

Total

$ 1,217,287

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 661,311,562

$ 660,970,724

$ 340,838

$ -

Korea (South)

411,678,883

-

411,678,883

-

China

395,033,431

10,884,096

384,149,335

-

Russia

346,086,557

301,681,268

44,405,289

-

Taiwan

301,168,906

33,153,956

268,014,950

-

India

280,569,700

41,142,400

239,427,300

-

South Africa

239,465,475

239,465,475

-

-

Hong Kong

210,685,689

2,978,800

207,706,889

-

Indonesia

186,171,549

-

186,171,549

-

Cyprus

2,996,680

2,937,440

-

59,240

Other

853,617,003

733,355,679

120,261,324

-

Money Market Funds

126,471,510

126,471,510

-

-

Total Investments in Securities:

$ 4,015,256,945

$ 2,153,041,348

$ 1,862,156,357

$ 59,240

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

Investments in Securities:

Beginning Balance

$ 10,123,191

Total Realized Gain (Loss)

(8,756,107)

Total Unrealized Gain (Loss)

14,411,992

Cost of Purchases

1,769,895

Proceeds of Sales

(1,314,474)

Amortization/Accretion

-

Transfers in/out of Level 3

(16,175,257)

Ending Balance

$ 59,240

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 4,239,281

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,085,309,087 of which $515,429,566 and $569,879,521 will expire on October 31, 2016 and 2017, repectively.

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

Annual Report

Emerging Markets

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $83,259,907) - See accompanying schedule:

Unaffiliated issuers (cost $3,081,642,736)

$ 3,888,785,435

 

Fidelity Central Funds (cost $126,471,510)

126,471,510

 

Total Investments (cost $3,208,114,246)

 

$ 4,015,256,945

Cash

353,880

Foreign currency held at value (cost $712,281)

703,369

Receivable for investments sold

320,498

Receivable for fund shares sold

7,956,927

Dividends receivable

6,488,139

Distributions receivable from Fidelity Central Funds

67,785

Prepaid expenses

21,561

Other receivables

1,867,594

Total assets

4,033,036,698

 

 

 

Liabilities

Payable for investments purchased

$ 4,698,582

Payable for fund shares redeemed

9,105,075

Accrued management fee

2,418,553

Other affiliated payables

1,112,948

Other payables and accrued expenses

6,678,430

Collateral on securities loaned, at value

89,366,228

Total liabilities

113,379,816

 

 

 

Net Assets

$ 3,919,656,882

Net Assets consist of:

 

Paid in capital

$ 4,225,020,950

Undistributed net investment income

23,182,142

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

(1,129,885,338)

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

801,339,128

Net Assets

$ 3,919,656,882

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Emerging Markets:

Net Asset Value, offering price and redemption price per share ($3,649,582,161 ÷ 176,437,960 shares)

$ 20.68

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($270,074,721 ÷ 13,055,119 shares)

$ 20.69

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

Annual Report

Emerging Markets
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 63,183,158

Interest

 

16,162

Income from Fidelity Central Funds

 

1,217,287

 

 

64,416,607

Less foreign taxes withheld

 

(6,519,908)

Total income

 

57,896,699

 

 

 

Expenses

Management fee

$ 18,742,826

Transfer agent fees

7,925,800

Accounting and security lending fees

1,126,532

Custodian fees and expenses

2,199,829

Independent trustees' compensation

17,799

Registration fees

128,994

Audit

139,076

Legal

11,708

Interest

941

Miscellaneous

54,429

Total expenses before reductions

30,347,934

Expense reductions

(1,764,541)

28,583,393

Net investment income (loss)

29,313,306

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(575,897,251)

Foreign currency transactions

(3,882,373)

Total net realized gain (loss)

 

(579,779,624)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $6,900,367)

1,727,601,277

Assets and liabilities in foreign currencies

1,111,118

Total change in net unrealized appreciation (depreciation)

 

1,728,712,395

Net gain (loss)

1,148,932,771

Net increase (decrease) in net assets resulting from operations

$ 1,178,246,077

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 29,313,306

$ 78,601,138

Net realized gain (loss)

(579,779,624)

(545,285,593)

Change in net unrealized appreciation (depreciation)

1,728,712,395

(3,581,772,253)

Net increase (decrease) in net assets resulting from operations

1,178,246,077

(4,048,456,708)

Distributions to shareholders from net investment income

(37,630,187)

(34,024,353)

Distributions to shareholders from net realized gain

-

(245,333,468)

Total distributions

(37,630,187)

(279,357,821)

Share transactions - net increase (decrease)

603,896,717

(112,421,513)

Redemption fees

1,520,594

4,815,140

Total increase (decrease) in net assets

1,746,033,201

(4,435,420,902)

 

 

 

Net Assets

Beginning of period

2,173,623,681

6,609,044,583

End of period (including undistributed net investment income of $23,182,142 and undistributed net investment income of $43,729,580, respectively)

$ 3,919,656,882

$ 2,173,623,681

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

Annual Report

Financial Highlights - Emerging Markets

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.71

$ 37.55

$ 22.04

$ 15.71

$ 11.30

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .17

.42 E

.25

.21

.21

Net realized and unrealized gain (loss)

  7.03

(22.73)

15.44

6.31

4.30

Total from investment operations

  7.20

(22.31)

15.69

6.52

4.51

Distributions from net investment income

  (.24)

(.19)

(.20)

(.21)

(.11)

Distributions from net realized gain

  -

(1.37)

-

-

-

Total distributions

  (.24)

(1.56)

(.20)

(.21)

(.11)

Redemption fees added to paid in capital B

  .01

.03

.02

.02

.01

Net asset value, end of period

$ 20.68

$ 13.71

$ 37.55

$ 22.04

$ 15.71

Total Return A

  53.95%

(61.84)%

71.81%

41.96%

40.25%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.16%

1.07%

1.05%

1.11%

1.16%

Expenses net of fee waivers, if any

  1.16%

1.07%

1.05%

1.11%

1.16%

Expenses net of all reductions

  1.10%

1.02%

.99%

1.01%

1.07%

Net investment income (loss)

  1.09%

1.47% E

.89%

1.04%

1.53%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,649,582

$ 2,086,196

$ 6,609,045

$ 3,005,145

$ 1,392,223

Portfolio turnover rate D

  88%

63%

52%

66%

68%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.09 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.17%. 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class K

Years ended October 31,
2009
2008 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.72

$ 31.99

Income from Investment Operations

 

 

Net investment income (loss) D

  .22

.15 G

Net realized and unrealized gain (loss)

  7.02

(18.43)

Total from investment operations

  7.24

(18.28)

Distributions from net investment income

  (.28)

-

Redemption fees added to paid in capital D

  .01

.01

Net asset value, end of period

$ 20.69

$ 13.72

Total Return B, C

  54.44%

(57.11)%

Ratios to Average Net Assets E, I

 

 

Expenses before reductions

  .91%

.92% A

Expenses net of fee waivers, if any

  .91%

.92% A

Expenses net of all reductions

  .84%

.87% A

Net investment income (loss)

  1.35%

2.02% A, G

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 270,075

$ 87,427

Portfolio turnover rate F

  88%

63%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G Investment income per share reflects a special dividend which amounted to $.02 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.71%. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Emerging Markets Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Emerging Markets and Class K 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. After the commencement of Class K, the Fund began offering conversion privileges between Emerging Markets and Class K to eligible shareholders of Emerging Markets. 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 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.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

Gross unrealized appreciation

$ 888,741,441

Gross unrealized depreciation

(152,217,530)

Net unrealized appreciation (depreciation)

$ 736,523,911

 

 

Tax Cost

$ 3,278,733,034

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

Undistributed ordinary income

$ 49,225,096

Capital loss carryforward

$ (1,085,309,087)

Net unrealized appreciation (depreciation)

$ 736,635,791

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 37,630,187

$ 41,187,374

Long-term Capital Gains

-

238,170,447

Total

$ 37,630,187

$ 279,357,821

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,913,951,433 and $2,250,742,178, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

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 Emerging Markets. FIIOC receives an asset-based fee of Class K's average net assets. 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 were as follows:

 

Amount

% of
Average
Net Assets

Emerging Markets

$ 7,825,018

.32

Class K

100,782

.06

 

$ 7,925,800

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $409 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 9,891,875

.43%

$ 941

Annual Report

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $12,637 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $782,606.

8. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Emerging Markets operating expenses. During the period, this reimbursement reduced the class' expenses by $15,505.

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 $1,748,696 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 $340.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Emerging Markets

$ 35,658,169

$ 34,024,353

Class K

1,972,018

-

Total

$ 37,630,187

$ 34,024,353

From net realized gain

 

 

Emerging Markets

$ -

$ 245,333,468

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,

2009 B

2008 A

2009 B

2008 A

Emerging Markets

 

 

 

 

Shares sold

77,986,934

88,151,350

$ 1,325,781,409

$ 2,616,256,871

Conversion to Class K

(2,616,204)

(6,470,724)

(34,095,539)

(122,161,593)

Reinvestment of distributions

2,953,728

7,825,864

34,381,402

270,227,076

Shares redeemed

(54,051,229)

(113,371,134)

(822,757,665)

(2,997,083,479)

Net increase (decrease)

24,273,229

(23,864,644)

$ 503,309,607

$ (232,761,125)

Class K

 

 

 

 

Shares sold

7,005,118

379,643

$ 114,260,792

$ 5,848,087

Conversion from Emerging Markets

2,618,157

6,466,184

34,095,539

122,161,593

Reinvestment of distributions

169,855

-

1,972,018

-

Shares redeemed

(3,108,249)

(475,589)

(49,741,239)

(7,670,068)

Net increase (decrease)

6,684,881

6,370,238

$ 100,587,110

$ 120,339,612

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

B Conversion transactions for Class K and Emerging Markets are for the period November 1, 2008 through August 31, 2009

11. Other.

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

Annual Report

Europe

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Europe

25.36%

6.37%

4.25%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Europe, a class of the fund, on October 31, 1999. 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.


fid613

Annual Report

Europe

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Europe Fund: For the year, the fund's Retail Class shares rose 25.36%, falling short of the 27.89% gain of the MSCI Europe Index. The fund was hurt the most by stock selection within financials, specifically diversified financials and banks. Stock and market selection within industrials, combined with a slight overweighting and stock picking in energy, detracted as well. From a geographic standpoint, stock selection in Switzerland and Sweden hurt the most. On a positive note, our positioning in consumer discretionary - particularly stock selection in automobiles/components and an overweighting in retailing - was helpful, as was stock picking in the U.K. On an individual security basis, owning several banks - many at the wrong times - was harmful, including U.K.-based Barclays, UniCredit in Italy, Spain's Banco Santander and France's Société Générale. Not owning German chemical company BASF for much of the period hurt as well. Contributions to fund performance came from not owning German automaker Volkswagen - an index component whose stock fell dramatically during the period - a stake in Belgian brewer Anheuser-Busch InBev and two positions within retailing, U.K.-based Signet Jewelers and French luxury goods retailer PPR.

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

Annual Report

Europe

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Europe and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses
Paid During
Period

Europe

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,295.80

$ 6.42 B

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.65 C

Class F

.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,177.90

$ 3.06 B

HypotheticalA

 

$ 1,000.00

$ 1,021.17

$ 4.08 C

A 5% return per year before expenses

B Actual expenses are equal to each class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Europe and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half period).

Annual Report

Europe

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

United Kingdom

29.2%

 

fid265

France

16.1%

 

fid267

Switzerland

9.1%

 

fid269

Germany

9.0%

 

fid271

United States of America

5.6%

 

fid273

Spain

5.5%

 

fid275

Netherlands

4.2%

 

fid277

Italy

3.2%

 

fid279

Sweden

2.8%

 

fid281

Other

15.3%

 

fid625

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

As of April 30, 2009

fid263

United Kingdom

32.9%

 

fid265

France

13.2%

 

fid267

Switzerland

11.9%

 

fid269

Germany

11.4%

 

fid271

United States of America

5.8%

 

fid273

Spain

4.8%

 

fid275

Italy

3.7%

 

fid277

Netherlands

3.1%

 

fid279

Sweden

1.9%

 

fid281

Other

11.3%

 

fid637

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.4

96.7

Short-Term Investments and Net Other Assets

1.6

3.3

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

3.6

2.8

Royal Dutch Shell PLC Class A (Netherlands) (United Kingdom, Oil, Gas & Consumable Fuels)

2.7

2.2

Telefonica SA (Spain, Diversified Telecommunication Services)

2.5

2.4

Nestle SA (Reg.) (Switzerland, Food Products)

2.4

3.2

Sanofi-Aventis (France, Pharmaceuticals)

2.4

1.5

Total SA (France, Oil, Gas & Consumable Fuels)

2.2

2.4

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

2.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.0

2.3

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

1.8

2.4

Standard Chartered PLC (United Kingdom) (United Kingdom, Commercial Banks)

1.5

1.2

 

23.2

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

23.3

20.8

Consumer Discretionary

12.4

13.1

Energy

12.0

12.8

Consumer Staples

10.6

9.5

Industrials

9.6

8.5

Health Care

8.9

10.8

Materials

8.1

6.3

Telecommunication Services

7.8

6.8

Information Technology

3.6

4.2

Utilities

2.1

3.9

Annual Report

Europe

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value

Australia - 0.1%

Billabong International Ltd.

238,497

$ 2,206,006

Bailiwick of Jersey - 1.0%

Experian PLC

2,224,700

20,417,545

Shire PLC

474,098

8,387,537

TOTAL BAILIWICK OF JERSEY

28,805,082

Belgium - 2.8%

Anheuser-Busch InBev SA NV

682,865

32,160,864

Fortis (a)

3,390,700

14,729,254

Gimv NV

101,800

5,750,968

Umicore SA

874,964

26,716,730

TOTAL BELGIUM

79,357,816

Bermuda - 1.0%

Seadrill Ltd. (a)

640,900

13,386,361

Signet Jewelers Ltd. (United Kingdom)

592,969

15,041,139

TOTAL BERMUDA

28,427,500

Brazil - 0.8%

Banco Santander (Brasil) SA ADR (a)

1,080,800

12,818,288

Petroleo Brasileiro SA - Petrobras (PN) sponsored ADR (non-vtg.)

222,300

8,918,676

TOTAL BRAZIL

21,736,964

Canada - 1.0%

Compton Petroleum Corp. (a)(c)

2,451,900

2,490,733

Fairborne Energy Trust (a)

660,700

2,715,164

Iteration Energy Ltd. (a)

2,551,600

2,686,267

PetroBakken Energy Ltd. Class A

369,894

10,664,534

Petrobank Energy & Resources Ltd. (a)

254,600

11,130,594

TOTAL CANADA

29,687,292

China - 0.1%

Baidu.com, Inc. sponsored ADR (a)

10,300

3,892,576

Denmark - 1.8%

Carlsberg AS Series B

190,900

13,474,495

Danske Bank AS (a)

427,500

9,910,312

Novo Nordisk AS Series B

475,300

29,601,704

TOTAL DENMARK

52,986,511

Finland - 0.8%

Metso Corp.

511,200

14,330,484

Nokian Tyres PLC

462,661

9,899,251

TOTAL FINLAND

24,229,735

France - 16.1%

Accor SA

187,234

9,002,753

Air France KLM (Reg.) (a)

248,000

3,817,318

Atos Origin SA (a)

204,360

9,605,187

AXA SA

1,067,200

26,539,653

Bouygues SA

367,600

17,391,278

Cap Gemini SA

227,800

10,596,275

Danone

578,995

34,894,483

 

Shares

Value

Electricite de France

264,600

$ 14,796,141

Essilor International SA

258,000

14,484,025

Groupe Eurotunnel SA

550,400

5,454,953

Iliad Group SA

148,976

16,156,929

L'Oreal SA

246,100

25,230,883

Michelin CGDE Series B

150,543

11,198,420

PPR SA

176,500

19,313,417

Remy Cointreau SA

322,400

15,618,161

Sanofi-Aventis

927,812

68,006,020

Schneider Electric SA

308,903

32,278,747

Societe Generale Series A

398,140

26,587,367

Television Francaise 1 SA (c)

562,100

8,854,729

Total SA:

Series B

733,200

43,871,941

sponsored ADR

327,700

19,684,939

Unibail-Rodamco

77,700

17,259,538

Vallourec SA

60,415

9,574,928

TOTAL FRANCE

460,218,085

Germany - 8.5%

Aixtron AG

312,400

9,364,338

BASF AG

511,680

27,483,139

Bayerische Motoren Werke AG (BMW)

479,491

23,492,785

Daimler AG (Reg.)

229,127

11,050,796

Deutsche Boerse AG

292,700

23,741,434

Deutsche Post AG

1,007,346

17,039,728

Deutsche Postbank AG (a)

314,700

9,766,711

E.ON AG

560,349

21,513,333

HeidelbergCement AG

180,795

10,836,171

Linde AG

148,779

15,629,822

MAN SE

132,000

10,873,813

SAP AG

561,159

25,403,668

Siemens AG (Reg.)

418,242

37,650,144

TOTAL GERMANY

243,845,882

Greece - 1.5%

Alpha Bank AE (a)

775,000

15,156,597

Hellenic Telecommunications Organization SA

594,116

10,054,121

National Bank of Greece SA (a)

515,000

19,165,982

TOTAL GREECE

44,376,700

Hong Kong - 0.5%

China Unicom (Hong Kong) Ltd. sponsored ADR

487,000

6,160,550

Esprit Holdings Ltd.

1,079,400

7,185,691

TOTAL HONG KONG

13,346,241

Ireland - 0.8%

CRH PLC

722,205

17,652,456

Ryanair Holdings PLC sponsored ADR (a)

184,900

5,042,223

TOTAL IRELAND

22,694,679

Italy - 2.5%

ENI SpA

523,636

12,967,903

Common Stocks - continued

Shares

Value

Italy - continued

Fiat SpA (a)

1,565,500

$ 23,405,709

Intesa Sanpaolo SpA

5,823,004

24,635,419

UniCredit SpA

3,193,281

10,760,876

TOTAL ITALY

71,769,907

Luxembourg - 0.3%

ArcelorMittal SA (Netherlands)

228,285

7,719,736

Netherlands - 4.2%

Akzo Nobel NV

296,200

17,556,969

ASML Holding NV (Netherlands)

544,100

14,671,990

Heineken NV (Bearer)

352,700

15,630,157

Koninklijke KPN NV

1,376,649

25,018,727

Koninklijke Philips Electronics NV

773,700

19,434,674

Unilever NV (Certificaten Van Aandelen) unit

939,500

29,039,858

TOTAL NETHERLANDS

121,352,375

Netherlands Antilles - 0.4%

Schlumberger Ltd.

178,800

11,121,360

Norway - 1.3%

DnB NOR ASA (a)(c)

1,581,600

18,215,979

Pronova BioPharma ASA (a)

1,150,000

3,574,859

Telenor ASA (a)

1,293,400

16,748,853

TOTAL NORWAY

38,539,691

Papua New Guinea - 0.4%

Lihir Gold Ltd.

3,953,297

10,809,332

South Africa - 0.4%

Impala Platinum Holdings Ltd.

459,300

10,247,167

Spain - 5.5%

Banco Bilbao Vizcaya Argentaria SA

991,476

17,721,449

Banco Santander SA

2,529,110

40,696,351

Grupo Ferrovial SA

194,600

8,092,636

Inditex SA

351,299

20,678,162

Telefonica SA

2,556,506

71,389,453

TOTAL SPAIN

158,578,051

Sweden - 2.8%

H&M Hennes & Mauritz AB (B Shares)

417,483

23,712,228

Modern Times Group MTG AB (B Shares)

303,000

13,139,787

Sandvik AB

1,095,000

12,094,988

Skandinaviska Enskilda Banken AB
(A Shares) (a)

1,932,400

11,704,250

Swedbank AB (A Shares) (c)

1,267,917

10,921,865

Telefonaktiebolaget LM Ericsson
(B Shares)

764,000

7,981,642

TOTAL SWEDEN

79,554,760

Switzerland - 9.1%

Actelion Ltd. (Reg.) (a)

254,270

14,038,004

Credit Suisse Group (Reg.)

628,295

33,580,331

Nestle SA (Reg.)

1,484,083

69,163,677

Nobel Biocare Holding AG (Switzerland)

405,879

11,550,206

 

Shares

Value

Roche Holding AG (participation certificate)

354,395

$ 56,884,179

Schindler Holding AG (participation certificate)

165,733

11,354,673

Sonova Holding AG

128,251

13,223,814

Swiss Reinsurance Co. (Reg.)

353,988

14,496,224

Transocean Ltd. (a)

89,100

7,476,381

UBS AG (NY Shares) (a)

1,763,600

29,258,124

TOTAL SWITZERLAND

261,025,613

Turkey - 0.3%

Turkiye Is Bankasi AS Series C

2,052,000

7,847,689

United Kingdom - 29.2%

Anglo American PLC (United Kingdom) (a)

917,100

33,351,139

Barclays PLC

7,036,720

36,892,281

Barratt Developments PLC (a)

1,984,600

4,401,985

Bellway PLC

651,700

7,821,415

BG Group PLC

2,274,676

39,399,640

Bovis Homes Group PLC

902,294

6,101,830

BP PLC

6,554,700

61,439,747

British Airways PLC (a)(c)

779,300

2,326,049

British Land Co. PLC

1,399,279

10,848,022

British Sky Broadcasting Group PLC

1,200,900

10,508,828

BT Group PLC

7,860,300

16,849,878

Burberry Group PLC

995,600

8,810,365

Cairn Energy PLC (a)

304,900

13,225,451

Carphone Warehouse Group PLC

3,672,700

11,100,933

Centrica PLC

5,419,190

22,091,812

Debenhams PLC

3,732,350

4,773,535

easyJet PLC (a)

377,000

2,228,870

HSBC Holdings PLC (United Kingdom) (Reg.)

9,337,357

103,213,262

InterContinental Hotel Group PLC

983,100

12,670,321

ITV PLC

21,387,500

15,011,234

Kesa Electricals PLC

5,762,100

12,572,627

Man Group PLC

2,683,488

13,657,827

Misys PLC

3,653,200

12,421,493

Mothercare PLC

1,162,800

10,996,330

Reckitt Benckiser Group PLC

536,639

26,739,986

Redrow PLC (a)(c)

2,719,200

6,294,779

Rio Tinto PLC (Reg.)

809,651

35,806,494

Royal Dutch Shell PLC Class A (Netherlands)

2,612,499

77,451,884

Segro PLC

2,367,210

13,719,293

Serco Group PLC

1,416,887

11,759,169

Standard Chartered PLC (United Kingdom)

1,723,786

42,465,828

Taylor Wimpey PLC (a)

14,844,800

9,022,586

Tesco PLC

4,540,481

30,366,157

The Game Group PLC

2,554,100

6,214,502

Tomkins PLC

3,840,100

10,598,161

Vodafone Group PLC

23,068,486

50,856,015

Wm Morrison Supermarkets PLC

2,910,122

13,377,947

Common Stocks - continued

Shares

Value

United Kingdom - continued

Wolseley PLC (a)

836,854

$ 17,009,463

Xstrata PLC

922,076

13,359,853

TOTAL UNITED KINGDOM

837,756,991

United States of America - 4.0%

Agilent Technologies, Inc.

312,300

7,726,302

Allergan, Inc.

108,100

6,080,625

Autoliv, Inc.

154,200

5,178,036

CME Group, Inc.

42,500

12,860,925

ENSCO International, Inc.

146,800

6,721,972

Express Scripts, Inc. (a)

148,600

11,876,112

Morgan Stanley

345,600

11,100,672

Oshkosh Co.

202,100

6,317,646

Pfizer, Inc.

1,058,100

18,019,443

Pride International, Inc. (a)

201,700

5,962,252

Virgin Media, Inc.

903,900

12,627,483

Wells Fargo & Co.

316,100

8,699,072

TOTAL UNITED STATES OF AMERICA

113,170,540

TOTAL COMMON STOCKS

(Cost $2,410,746,146)

2,785,304,281

Nonconvertible Preferred Stocks - 1.2%

 

 

 

 

Germany - 0.5%

ProSiebenSat.1 Media AG

1,227,890

12,810,932

Italy - 0.7%

Fondiaria-Sai SpA (Risparmio Shares)

858,400

10,560,172

Telecom Italia SpA (Risparmio Shares)

8,436,000

9,316,704

TOTAL ITALY

19,876,876

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $32,939,879)

32,687,808

Money Market Funds - 3.1%

Shares

Value

Fidelity Cash Central Fund, 0.20% (d)

72,628,588

$ 72,628,588

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

16,389,178

16,389,178

TOTAL MONEY MARKET FUNDS

(Cost $89,017,766)

89,017,766

TOTAL INVESTMENT PORTFOLIO - 101.5%

(Cost $2,532,703,791)

2,907,009,855

NET OTHER ASSETS - (1.5)%

(41,719,096)

NET ASSETS - 100%

$ 2,865,290,759

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 494,396

Fidelity Securities Lending Cash Central Fund

3,044,517

Total

$ 3,538,913

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 837,756,991

$ 455,247,430

$ 382,509,561

$ -

France

460,218,085

321,800,471

138,417,614

-

Switzerland

261,025,613

227,445,282

33,580,331

-

Germany

256,656,814

182,552,206

74,104,608

-

Spain

158,578,051

28,770,798

129,807,253

-

Netherlands

121,352,375

87,245,711

34,106,664

-

United States of America

113,170,540

113,170,540

-

-

Italy

91,646,783

78,678,880

12,967,903

-

Sweden

79,554,760

-

79,554,760

-

Other

438,032,077

409,443,511

28,588,566

-

Money Market Funds

89,017,766

89,017,766

-

-

Total Investments in Securities:

$ 2,907,009,855

$ 1,993,372,595

$ 913,637,260

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $1,140,360,059 of which $413,142,102 and $727,217,957 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Europe

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $15,365,895) - See accompanying schedule:

Unaffiliated issuers (cost $2,443,686,025)

$ 2,817,992,089

 

Fidelity Central Funds (cost $89,017,766)

89,017,766

 

Total Investments (cost $2,532,703,791)

 

$ 2,907,009,855

Receivable for investments sold

34,812,910

Receivable for fund shares sold

1,774,447

Dividends receivable

7,025,566

Distributions receivable from Fidelity Central Funds

30,813

Prepaid expenses

16,904

Other receivables

496,277

Total assets

2,951,166,772

 

 

 

Liabilities

Payable to custodian bank

$ 2,117,218

Payable for investments purchased

63,842,322

Payable for fund shares redeemed

781,319

Accrued management fee

1,874,568

Other affiliated payables

717,041

Other payables and accrued expenses

154,367

Collateral on securities loaned, at value

16,389,178

Total liabilities

85,876,013

 

 

 

Net Assets

$ 2,865,290,759

Net Assets consist of:

 

Paid in capital

$ 3,613,770,080

Undistributed net investment income

46,201,533

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

(1,169,113,688)

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

374,432,834

Net Assets

$ 2,865,290,759

Statement of Assets and Liabilities - continued

 

October 31, 2009

Europe:
Net Asset Value
, offering price and redemption price per share ($2,845,423,426 ÷ 99,782,151 shares)

$ 28.52

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($19,867,333 ÷ 696,214 shares)

$ 28.54

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

Annual Report

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 87,577,510

Interest

 

65,470

Income from Fidelity Central Funds

 

3,538,913

 

 

91,181,893

Less foreign taxes withheld

 

(8,308,699)

Total income

 

82,873,194

 

 

 

Expenses

Management fee
Basic fee

$ 18,145,002

Performance adjustment

576,453

Transfer agent fees

7,424,980

Accounting and security lending fees

1,116,654

Custodian fees and expenses

350,282

Independent trustees' compensation

18,413

Registration fees

24,769

Audit

73,756

Legal

12,204

Interest

16,082

Miscellaneous

60,505

Total expenses before reductions

27,819,100

Expense reductions

(1,271,636)

26,547,464

Net investment income (loss)

56,325,730

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(722,540,404)

Foreign currency transactions

(2,111,330)

Total net realized gain (loss)

 

(724,651,734)

Change in net unrealized appreciation (depreciation) on:

Investment securities

1,225,708,027

Assets and liabilities in foreign currencies

415,865

Total change in net unrealized appreciation (depreciation)

 

1,226,123,892

Net gain (loss)

501,472,158

Net increase (decrease) in net assets resulting from operations

$ 557,797,888

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 56,325,730

$ 83,218,454

Net realized gain (loss)

(724,651,734)

(442,006,354)

Change in net unrealized appreciation (depreciation)

1,226,123,892

(2,076,378,916)

Net increase (decrease) in net assets resulting from operations

557,797,888

(2,435,166,816)

Distributions to shareholders from net investment income

(84,199,329)

(75,717,658)

Distributions to shareholders from net realized gain

-

(358,785,158)

Total distributions

(84,199,329)

(434,502,816)

Share transactions - net increase (decrease)

(360,094,583)

156,764,400

Redemption fees

14,843

54,655

Total increase (decrease) in net assets

113,518,819

(2,712,850,577)

Net Assets

Beginning of period

2,751,771,940

5,464,622,517

End of period (including undistributed net investment income of $46,201,533 and undistributed net investment income of $79,011,426, respectively)

$ 2,865,290,759

$ 2,751,771,940

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

Annual Report

Financial Highlights - Europe

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.57

$ 47.46

$ 42.31

$ 37.26

$ 30.42

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .52

.68

.69

.58

.33

Net realized and unrealized gain (loss)

  5.16

(20.84)

9.99

8.74

6.68

Total from investment operations

  5.68

(20.16)

10.68

9.32

7.01

Distributions from net investment income

  (.73)

(.65)

(.46)

(.30)

(.09)

Distributions from net realized gain

  -

(3.08)

(5.07)

(3.97)

(.08)

Total distributions

  (.73)

(3.73)

(5.53)

(4.27)

(.17)

Redemption fees added to paid in capital B,F

  -

-

-

-

-

Net asset value, end of period

$ 28.52

$ 23.57

$ 47.46

$ 42.31

$ 37.26

Total Return A

  25.36%

(46.03)%

28.33%

27.40%

23.12%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.09%

1.00%

1.06%

1.16%

1.15%

Expenses net of fee waivers, if any

  1.09%

1.00%

1.06%

1.16%

1.15%

Expenses net of all reductions

  1.04%

.95%

1.01%

1.05%

1.07%

Net investment income (loss)

  2.22%

1.82%

1.65%

1.48%

.95%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,845,423

$ 2,751,772

$ 5,464,623

$ 4,033,263

$ 2,547,812

Portfolio turnover rate D

  135%

100%

100%

127%

99%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. F Amount represents less than $.01 per share.

Financial Highlights - Class F

Period ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 24.23

Income from Investment Operations

 

Net investment income (loss) D

  .02

Net realized and unrealized gain (loss)

  4.29

Total from investment operations

  4.31

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 28.54

Total ReturnB,C

  17.79%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .80% A

Expenses net of fee waivers, if any

  .80% A

Expenses net of all reductions

  .75% A

Net investment income (loss)

  .16% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 19,867

Portfolio turnover rate F

  135%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount 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, 2009

1. Organization.

Fidelity Europe Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares and the existing class was designated Europe on June 26, 2009. The Fund offers Europe and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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

Annual Report

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to deferred trustees compensation, foreign currency transactions, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 494,738,890

Gross unrealized depreciation

(149,186,455)

Net unrealized appreciation (depreciation)

$ 345,552,435

 

 

Tax Cost

$ 2,561,457,420

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

Undistributed ordinary income

$ 46,202,200

Capital loss carryforward

$ (1,140,360,059)

Net unrealized appreciation (depreciation)

$ 345,679,205

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 84,199,329

$ 146,775,758

Long-term Capital Gains

-

287,727,058

Total

$ 84,199,329

$ 434,502,816

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments

Purchases and sales of securities, other than short-term securities, aggregated $3,356,214,844 and $3,727,725,219, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Europe, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .74% of the Fund's average net assets.

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 each class, except for Class F. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Europe

$ 7,424,980

.29

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $5,872 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 111,003,286

.75%

$ 16,082

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $13,384 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its

Annual Report

7. Security Lending - continued

obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $3,044,517.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,271,631 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 $5.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Europe

$ 84,199,329

$ 75,717,658

From net realized gain

 

 

Europe

$ -

$ 358,785,158

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 A

2008

2009 A

2008

Europe

 

 

 

 

Shares sold

8,157,697

9,585,310

$ 210,132,130

$ 375,372,349

Reinvestment of distributions

4,111,918

10,002,402

83,348,583

429,703,172

Shares redeemed

(29,232,967)

(17,978,503)

(674,156,102)

(648,311,121)

Net increase (decrease)

(16,963,352)

1,609,209

$ (380,675,389)

$ 156,764,400

Class F

 

 

 

 

Shares sold

703,795

-

$ 20,808,216

$ -

Shares redeemed

(7,581)

-

(227,410)

-

Net increase (decrease)

696,214

-

$ 20,580,806

$ -

A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Other.

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

At the end of the period, Freedom 2020 and Freedom 2030 were the owners of record of approximately 16% and 14%, respectively, of the total outstanding shares of the Fund. The Fidelity Freedom Funds were the owners of record, in the aggregate, of approximately 69% of the total outstanding shares of the Fund. Subsequent to period end, Freedom 2020 and Freedom 2030 redeemed shares of the Fund reducing their ownership percentages to 14% and 11%, respectively and the aggregate ownership of all Freedom Funds to 57% after the redemption.

Annual Report

Europe Capital Appreciation

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Fidelity Europe Capital Appreciation Fund

25.79%

6.20%

4.82%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Europe Capital Appreciation Fund on October 31, 1999. 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.


fid639

Annual Report

Europe Capital Appreciation

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Europe Capital Appreciation Fund: For the year, the fund rose 25.79%, compared with the 27.89% gain of the MSCI Europe Index. The fund was hurt by stock selection within financials, specifically diversified financials and banks. Stock and market selection within industrials, combined with a slight overweighting and stock picking in energy, detracted as well. From a geographic standpoint, stock selection in France, Switzerland and Sweden hurt the most. However, our positioning in consumer discretionary - particularly good security selection in automobiles/components and an overweighting in retailing - was helpful, as was stock picking in the U.S., Ireland and Norway. On an individual security basis, owning several banks - many at the wrong times - was harmful, including U.K.-based Barclays, UniCredit in Italy, Spain's Banco Santander and France's Société Générale. Not owning German chemical company BASF for much of the period hurt as well. Contributions to fund performance came from not owning German automaker and index component Volkswagen, a stake in Belgian brewer Anheuser-Busch InBev and positions in out-of-index U.K.-based retailer Signet Jewelers and Britain's credit information provider Experian.

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

Annual Report

Europe Capital Appreciation

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Actual

1.10%

$ 1,000.00

$ 1,296.10

$ 6.37

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.66

$ 5.60

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Portfolio/Sector

Europe Capital Appreciation

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

United Kingdom

29.7%

 

fid265

France

16.2%

 

fid267

Switzerland

9.2%

 

fid269

Germany

9.0%

 

fid271

Spain

5.6%

 

fid273

Netherlands

4.6%

 

fid275

United States of America

4.4%

 

fid277

Italy

3.2%

 

fid279

Sweden

2.8%

 

fid281

Other

15.3%

 

fid651

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

As of April 30, 2009

fid263

United Kingdom

33.4%

 

fid265

France

13.0%

 

fid267

Switzerland

12.0%

 

fid269

Germany

11.7%

 

fid271

United States of America

4.9%

 

fid273

Spain

4.9%

 

fid275

Italy

3.7%

 

fid277

Netherlands

3.2%

 

fid279

Finland

1.9%

 

fid662

Other

11.3%

 

fid664

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.6

97.6

Short-Term Investments and Net Other Assets

0.4

2.4

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

3.6

2.7

Royal Dutch Shell PLC Class A (United Kingdom) (United Kingdom, Oil, Gas & Consumable Fuels)

2.8

2.3

Telefonica SA sponsored ADR (Spain, Diversified Telecommunication Services)

2.5

2.4

Sanofi-Aventis (France, Pharmaceuticals)

2.4

1.5

Nestle SA (Reg.) (Switzerland, Food Products)

2.3

3.3

Total SA sponsored ADR (France, Oil, Gas & Consumable Fuels)

2.2

2.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.0

2.2

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

1.7

2.7

Standard Chartered PLC (United Kingdom) (United Kingdom, Commercial Banks)

1.5

1.2

Banco Santander SA (Spain, Commercial Banks)

1.5

0.5

 

22.5

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

23.8

20.7

Consumer Discretionary

12.6

13.4

Energy

12.6

12.7

Consumer Staples

11.1

9.6

Industrials

9.4

8.8

Health Care

9.0

10.6

Materials

8.2

6.4

Telecommunication Services

7.3

7.0

Information Technology

3.6

4.3

Utilities

2.0

4.1

Annual Report

Europe Capital Appreciation

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.4%

Shares

Value

Australia - 0.1%

Billabong International Ltd.

42,077

$ 389,196

Bailiwick of Jersey - 1.0%

Experian PLC

410,600

3,768,348

Shire PLC

88,982

1,574,231

TOTAL BAILIWICK OF JERSEY

5,342,579

Belgium - 2.7%

Anheuser-Busch InBev SA NV

113,492

5,345,128

Anheuser-Busch InBev SA NV (strip VVPR) (a)

103,680

763

Fortis (a)

630,300

2,738,033

Gimv NV

18,000

1,016,870

Umicore SA

164,553

5,024,570

TOTAL BELGIUM

14,125,364

Bermuda - 1.0%

Seadrill Ltd. (a)

118,800

2,481,354

Signet Jewelers Ltd. (United Kingdom)

112,596

2,856,089

TOTAL BERMUDA

5,337,443

Brazil - 0.7%

Banco Santander (Brasil) SA ADR (a)

179,800

2,132,428

Petroleo Brasileiro SA - Petrobras (PN) sponsored ADR (non-vtg.)

43,600

1,749,232

TOTAL BRAZIL

3,881,660

Canada - 1.1%

Compton Petroleum Corp. (a)

456,100

463,324

Fairborne Energy Trust (a)

122,900

505,061

Iteration Energy Ltd. (a)

474,700

499,753

PetroBakken Energy Ltd. Class A

69,855

2,014,012

Petrobank Energy & Resources Ltd. (a)

50,100

2,190,270

TOTAL CANADA

5,672,420

China - 0.1%

Baidu.com, Inc. sponsored ADR (a)

1,900

718,048

Denmark - 1.9%

Carlsberg AS Series B

35,200

2,484,559

Danske Bank AS (a)

81,187

1,882,078

Novo Nordisk AS Series B

86,500

5,387,224

TOTAL DENMARK

9,753,861

Finland - 0.9%

Metso Corp.

95,900

2,688,367

Nokian Tyres PLC

82,938

1,774,569

TOTAL FINLAND

4,462,936

France - 16.2%

Accor SA

34,919

1,679,007

Air France KLM (Reg.) (a)

46,000

708,051

Atos Origin SA (a)

38,420

1,805,790

AXA SA

190,600

4,739,934

Bouygues SA

71,000

3,359,034

Cap Gemini SA

41,900

1,949,008

 

Shares

Value

Danone

104,541

$ 6,300,407

Electricite de France

49,300

2,756,802

Essilor International SA

51,600

2,896,805

Groupe Eurotunnel SA

101,300

1,003,973

Iliad Group SA

25,455

2,760,677

L'Oreal SA

45,900

4,705,801

Michelin CGDE Series B

27,716

2,061,706

PPR SA

33,300

3,643,834

Remy Cointreau SA

59,200

2,867,851

Sanofi-Aventis

170,196

12,474,890

Schneider Electric SA

56,439

5,897,580

Societe Generale Series A

75,570

5,046,485

Television Francaise 1 SA (c)

103,300

1,627,279

Total SA sponsored ADR

193,500

11,623,545

Unibail-Rodamco

13,215

2,935,454

Vallourec SA

11,023

1,746,990

TOTAL FRANCE

84,590,903

Germany - 8.5%

Aixtron AG

58,800

1,762,558

BASF AG

93,708

5,033,204

Bayerische Motoren Werke AG (BMW)

92,035

4,509,279

Daimler AG (Reg.)

43,398

2,093,086

Deutsche Boerse AG

51,500

4,177,260

Deutsche Post AG

189,966

3,213,364

Deutsche Postbank AG (a)

58,800

1,824,857

E.ON AG

89,773

3,446,631

HeidelbergCement AG

33,599

2,013,797

Linde AG

27,247

2,862,405

MAN SE

24,400

2,010,008

Metro AG

21,600

1,200,220

SAP AG

99,520

4,505,270

SAP AG sponsored ADR

5,300

239,931

Siemens AG (Reg.)

59,452

5,351,869

TOTAL GERMANY

44,243,739

Greece - 1.5%

Alpha Bank AE (a)

143,600

2,808,371

Hellenic Telecommunications Organization SA

93,756

1,586,616

National Bank of Greece SA (a)

95,600

3,557,802

TOTAL GREECE

7,952,789

Hong Kong - 0.5%

China Unicom (Hong Kong) Ltd. sponsored ADR

94,100

1,190,365

Esprit Holdings Ltd.

206,100

1,372,032

TOTAL HONG KONG

2,562,397

Ireland - 0.8%

CRH PLC

129,811

3,172,898

Ryanair Holdings PLC sponsored ADR (a)

39,700

1,082,619

TOTAL IRELAND

4,255,517

Common Stocks - continued

Shares

Value

Italy - 2.5%

ENI SpA sponsored ADR

39,500

$ 1,958,410

Fiat SpA (a)

293,100

4,382,123

Intesa Sanpaolo SpA

1,101,327

4,659,391

UniCredit SpA

589,303

1,985,862

TOTAL ITALY

12,985,786

Luxembourg - 0.3%

ArcelorMittal SA (Netherlands)

39,910

1,349,605

Netherlands - 4.6%

Akzo Nobel NV

57,000

3,378,620

ASML Holding NV (Netherlands)

103,300

2,785,548

Heineken NV (Bearer)

53,600

2,375,323

Koninklijke KPN NV

264,857

4,813,416

Koninklijke Philips Electronics NV

145,000

3,642,274

Unilever NV (Certificaten Van Aandelen) unit

221,600

6,849,636

TOTAL NETHERLANDS

23,844,817

Netherlands Antilles - 0.4%

Schlumberger Ltd.

34,000

2,114,800

Norway - 1.2%

DnB NOR ASA (a)(c)

292,800

3,372,306

Pronova BioPharma ASA (a)

182,824

568,322

Telenor ASA (a)

173,800

2,250,619

TOTAL NORWAY

6,191,247

Papua New Guinea - 0.4%

Lihir Gold Ltd.

668,034

1,826,577

South Africa - 0.4%

Impala Platinum Holdings Ltd.

85,400

1,905,308

Spain - 5.6%

Banco Bilbao Vizcaya Argentaria SA

179,815

3,213,978

Banco Santander SA

469,425

7,553,600

Grupo Ferrovial SA

36,000

1,497,096

Inditex SA

65,017

3,827,031

Telefonica SA sponsored ADR

154,200

12,942,006

TOTAL SPAIN

29,033,711

Sweden - 2.8%

H&M Hennes & Mauritz AB (B Shares)

80,238

4,557,363

Modern Times Group MTG AB (B Shares)

56,200

2,437,149

Sandvik AB

204,200

2,255,522

Skandinaviska Enskilda Banken AB (A Shares) (a)

351,600

2,129,587

Swedbank AB (A Shares)

232,758

2,004,983

Telefonaktiebolaget LM Ericsson (B Shares)

138,000

1,441,710

TOTAL SWEDEN

14,826,314

Switzerland - 9.2%

Actelion Ltd. (Reg.) (a)

46,914

2,590,077

Credit Suisse Group (Reg.)

120,386

6,434,242

 

Shares

Value

Nestle SA (Reg.)

254,420

$ 11,856,899

Nobel Biocare Holding AG (Switzerland)

72,201

2,054,643

Roche Holding AG (participation certificate)

64,624

10,372,842

Schindler Holding AG (participation certificate)

32,198

2,205,944

Sonova Holding AG

26,283

2,710,010

Swiss Reinsurance Co. (Reg.)

66,745

2,733,286

Transocean Ltd. (a)

16,700

1,401,297

UBS AG (For. Reg.) (a)

339,221

5,655,321

TOTAL SWITZERLAND

48,014,561

Turkey - 0.3%

Turkiye Is Bankasi AS Series C

377,000

1,441,802

United Kingdom - 29.7%

Anglo American PLC (United Kingdom) (a)

173,000

6,291,295

Barclays PLC

1,249,947

6,553,251

Barratt Developments PLC (a)

358,700

795,622

Bellway PLC

82,500

990,129

BG Group PLC

424,200

7,347,564

Bovis Homes Group PLC

174,800

1,182,098

BP PLC

657,000

6,158,316

BP PLC sponsored ADR

98,100

5,554,422

British Airways PLC (a)(c)

144,400

431,004

British Land Co. PLC

254,728

1,974,799

British Sky Broadcasting Group PLC

227,800

1,993,431

BT Group PLC

1,462,200

3,134,472

Burberry Group PLC

182,700

1,616,767

Cairn Energy PLC (a)

54,800

2,377,024

Carphone Warehouse Group PLC

644,800

1,948,943

Centrica PLC

1,013,088

4,129,944

Debenhams PLC

685,351

876,538

easyJet PLC (a)

164,400

971,953

HSBC Holdings PLC sponsored ADR (c)

336,209

18,622,613

InterContinental Hotel Group PLC

182,000

2,345,640

ITV PLC

4,006,800

2,812,251

Kesa Electricals PLC

1,064,500

2,322,688

Man Group PLC

493,264

2,510,507

Misys PLC

675,700

2,297,493

Mothercare PLC

217,500

2,056,847

Reckitt Benckiser Group PLC

102,998

5,132,249

Redrow PLC (a)(c)

521,500

1,207,240

Rio Tinto PLC (Reg.)

151,645

6,706,440

Royal Dutch Shell PLC Class A (United Kingdom)

487,966

14,476,646

Segro PLC

443,430

2,569,923

Serco Group PLC

264,870

2,198,235

Standard Chartered PLC (United Kingdom)

326,134

8,034,379

Taylor Wimpey PLC (a)

2,784,988

1,692,700

Tesco PLC

845,197

5,652,570

The Game Group PLC

489,800

1,191,756

Tomkins PLC

710,800

1,961,713

Common Stocks - continued

Shares

Value

United Kingdom - continued

Vodafone Group PLC

2,185,535

$ 4,818,158

Vodafone Group PLC sponsored ADR

173,150

3,842,199

Wm Morrison Supermarkets PLC

544,012

2,500,845

Wolseley PLC (a)

150,648

3,061,994

Xstrata PLC

158,523

2,296,822

TOTAL UNITED KINGDOM

154,639,480

United States of America - 4.0%

Agilent Technologies, Inc.

57,800

1,429,972

Allergan, Inc.

18,700

1,051,875

Autoliv, Inc.

29,300

983,894

CME Group, Inc.

8,100

2,451,141

ENSCO International, Inc.

27,400

1,254,646

Express Scripts, Inc. (a)

27,300

2,181,816

Morgan Stanley

62,700

2,013,924

Oshkosh Co.

38,000

1,187,880

Pfizer, Inc.

200,600

3,416,218

Pride International, Inc. (a)

37,600

1,111,456

Virgin Media, Inc.

172,300

2,407,031

Wells Fargo & Co.

55,400

1,524,608

TOTAL UNITED STATES OF AMERICA

21,014,461

TOTAL COMMON STOCKS

(Cost $481,270,747)

512,477,321

Nonconvertible Preferred Stocks - 1.2%

 

 

 

 

Germany - 0.5%

ProSiebenSat.1 Media AG

229,200

2,391,310

 

Shares

Value

Italy - 0.7%

Fondiaria-Sai SpA (Risparmio Shares)

158,000

$ 1,943,741

Telecom Italia SpA (Risparmio Shares)

1,600,300

1,767,369

TOTAL ITALY

3,711,110

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $6,143,747)

6,102,420

Money Market Funds - 4.4%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (d)

3,626,202

3,626,202

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

19,604,270

19,604,270

TOTAL MONEY MARKET FUNDS

(Cost $23,230,472)

23,230,472

TOTAL INVESTMENT PORTFOLIO - 104.0%

(Cost $510,644,966)

541,810,213

NET OTHER ASSETS - (4.0)%

(20,825,899)

NET ASSETS - 100%

$ 520,984,314

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 82,363

Fidelity Securities Lending Cash Central Fund

600,146

Total

$ 682,509

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 154,639,480

$ 127,268,843

$ 27,370,637

$ -

France

84,590,903

67,376,079

17,214,824

-

Switzerland

48,014,561

35,924,998

12,089,563

-

Germany

46,635,049

34,684,824

11,950,225

-

Spain

29,033,711

18,266,133

10,767,578

-

Netherlands

23,844,817

17,416,995

6,427,822

-

United States of America

21,014,461

21,014,461

-

-

Italy

16,696,896

16,696,896

-

-

Sweden

14,826,314

-

14,826,314

-

Other

79,283,549

74,121,513

5,162,036

-

Money Market Funds

23,230,472

23,230,472

-

-

Total Investments in Securities:

$ 541,810,213

$ 436,001,214

$ 105,808,999

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $331,086,729 of which $193,943,260 and $137,143,469 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Europe Capital Appreciation

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $18,565,802) - See accompanying schedule:

Unaffiliated issuers (cost $487,414,494)

$ 518,579,741

 

Fidelity Central Funds (cost $23,230,472)

23,230,472

 

Total Investments (cost $510,644,966)

 

$ 541,810,213

Foreign currency held at value (cost $7)

7

Receivable for investments sold

9,665,638

Receivable for fund shares sold

479,721

Dividends receivable

2,098,313

Distributions receivable from Fidelity Central Funds

4,370

Prepaid expenses

3,178

Other receivables

93,855

Total assets

554,155,295

 

 

 

Liabilities

Payable for investments purchased

$ 12,301,392

Payable for fund shares redeemed

404,129

Accrued management fee

306,044

Other affiliated payables

148,968

Other payables and accrued expenses

406,178

Collateral on securities loaned, at value

19,604,270

Total liabilities

33,170,981

 

 

 

Net Assets

$ 520,984,314

Net Assets consist of:

 

Paid in capital

$ 818,949,537

Undistributed net investment income

8,667,539

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

(337,569,946)

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

30,937,184

Net Assets, for 30,367,260 shares outstanding

$ 520,984,314

Net Asset Value, offering price and redemption price per share ($520,984,314 ÷ 30,367,260 shares)

$ 17.16

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 15,653,589

Income from Fidelity Central Funds

 

682,509

 

 

16,336,098

Less foreign taxes withheld

 

(1,525,694)

Total income

 

14,810,404

 

 

 

Expenses

Management fee
Basic fee

$ 3,273,398

Performance adjustment

(73,097)

Transfer agent fees

1,410,299

Accounting and security lending fees

242,019

Custodian fees and expenses

125,327

Independent trustees' compensation

3,235

Registration fees

19,983

Audit

54,735

Legal

3,992

Miscellaneous

10,798

Total expenses before reductions

5,070,689

Expense reductions

(161,529)

4,909,160

Net investment income (loss)

9,901,244

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(134,516,767)

Foreign currency transactions

11,029

Total net realized gain (loss)

 

(134,505,738)

Change in net unrealized appreciation (depreciation) on:

Investment securities

228,081,512

Assets and liabilities in foreign currencies

176,744

Total change in net unrealized appreciation (depreciation)

 

228,258,256

Net gain (loss)

93,752,518

Net increase (decrease) in net assets resulting from operations

$ 103,653,762

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 9,901,244

$ 20,632,466

Net realized gain (loss)

(134,505,738)

(202,418,252)

Change in net unrealized appreciation (depreciation)

228,258,256

(360,937,464)

Net increase (decrease) in net assets resulting from operations

103,653,762

(542,723,250)

Distributions to shareholders from net investment income

(18,820,678)

(22,837,060)

Distributions to shareholders from net realized gain

-

(172,118,248)

Total distributions

(18,820,678)

(194,955,308)

Share transactions
Proceeds from sales of shares

35,731,816

94,959,353

Reinvestment of distributions

17,852,290

184,197,685

Cost of shares redeemed

(111,090,785)

(413,295,649)

Net increase (decrease) in net assets resulting from share transactions

(57,506,679)

(134,138,611)

Redemption fees

3,805

21,939

Total increase (decrease) in net assets

27,330,210

(871,795,230)

 

 

 

Net Assets

Beginning of period

493,654,104

1,365,449,334

End of period (including undistributed net investment income of $8,667,539 and undistributed net investment income of $17,579,785, respectively)

$ 520,984,314

$ 493,654,104

Other Information

Shares

Sold

2,499,317

3,880,339

Issued in reinvestment of distributions

1,466,910

6,817,087

Redeemed

(8,182,319)

(17,925,334)

Net increase (decrease)

(4,216,092)

(7,227,908)

Financial Highlights

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 14.27

$ 32.66

$ 27.47

$ 23.15

$ 19.63

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .31

.50

.62

.38 E

.37

Net realized and unrealized gain (loss)

  3.14

(14.11)

7.04

6.85

3.38

Total from investment operations

  3.45

(13.61)

7.66

7.23

3.75

Distributions from net investment income

  (.56)

(.56)

(.22)

(.30)

(.17)

Distributions from net realized gain

  -

(4.22)

(2.25)

(2.62)

(.06)

Total distributions

  (.56)

(4.78)

(2.47)

(2.92)

(.23)

Redemption fees added to paid in capital B

  - G

- G

- G

.01

- G

Net asset value, end of period

$ 17.16

$ 14.27

$ 32.66

$ 27.47

$ 23.15

Total Return A

  25.79%

(48.58)%

29.95%

34.81%

19.24%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.10%

1.16%

1.05%

1.09%

.95%

Expenses net of fee waivers, if any

  1.10%

1.16%

1.05%

1.09%

.95%

Expenses net of all reductions

  1.07%

1.12%

1.01%

.99%

.84%

Net investment income (loss)

  2.16%

2.11%

2.15%

1.51% E

1.66%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 520,984

$ 493,654

$ 1,365,449

$ 1,070,464

$ 492,788

Portfolio turnover rate D

  111%

112%

161%

143%

133%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.11 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.06%. F Expense ratios reflect operating expenses of the Fund. 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 Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. G 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, 2009

1. Organization.

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

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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

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

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

Annual Report

3. Significant Accounting Policies - continued

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

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to foreign currency transactions, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 63,589,056

Gross unrealized depreciation

(40,164,116)

Net unrealized appreciation (depreciation)

$ 23,424,940

 

 

Tax Cost

$ 518,385,273

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

Undistributed ordinary income

$ 8,667,647

Capital loss carryforward

$ (331,086,729)

Net unrealized appreciation (depreciation)

$ 23,424,862

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 18,820,678

$ 75,043,543

Long-term Capital Gains

-

119,911,765

Total

$ 18,820,678

$ 194,955,308

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $498,740,914 and $544,316,818, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. 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 Fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .70% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .31% of average net assets.

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,765 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,410 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $600,146.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $161,486 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 $43.

9. Other.

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

Annual Report

Japan

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Japan

12.84%

0.62%

-3.39%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Japan, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the TOPIX performed over the same period.


fid666

Annual Report

Japan

Management's Discussion of Fund Performance

Market Recap: Japanese stocks overcame a rocky start to push higher amid tentative signs of a global economic recovery and stabilization in demand for the nation's exports. As measured by the Tokyo Stock Exchange Stock Price Index (TOPIX), Japanese share prices returned 14.38% for the 12 months ending October 31, 2009, well ahead of the 9.80% gain posted by the Standard & Poor's 500SM Index, reflecting the activity of large-cap U.S. stocks. A weaker U.S. dollar accounted for more than half of the TOPIX's gains in dollar terms. By comparison, the MSCI® EAFE® Index (Europe, Australasia, Far East) - a measure of developed stock markets outside the United States and Canada - returned 27.88%. One bright spot was Japan's 2.7% second-quarter economic growth after several quarters of negative results. Further, the August 30 election of a new prime minister and a new ruling party fueled hopes for reforms that might reinvigorate the economy, although its immediate effect on the market was minimal. On the negative side, a key price gauge excluding imports and exports continued to fall in the first two quarters, keeping deflation at the forefront of investors' concerns.

Comments from Robert Rowland, Portfolio Manager of Fidelity® Japan Fund: During the past year, the fund's Retail Class shares returned 12.84%, trailing the TOPIX. An overweighting and poor stock selection in financials hampered our results, while an underexposure to materials also proved detrimental. Stock picking in consumer discretionary and telecommunication services detracted as well, along with a modest cash position. At the stock level, insurers T&D Holdings and Sompo Japan Insurance, banks Sumitomo Mitsui Financial Group and Mizuho Financial Group, and broker Nomura Holdings fell sharply in the immediate aftermath of the Lehman Brothers bankruptcy. Other detractors included consumer lender Promise - which I sold - as well as automobile/component makers Toyota Motor and Yamaha Motor. On the positive side, an overweighting and favorable stock picking in the information technology sector added value. Having virtually no exposure to the lagging utilities sector and strong stock selection in industrials further bolstered results. Major contributors included Denso, a maker of electronic parts for auto engines and related components, as well as Ibiden and NGK Insulators, both manufacturers of diesel particulate filters. Holdings in the LCD value chain also posted strong gains, driven by a cyclical upturn in demand for flat-panel displays and signs of progress in cutting costs. Nippon Electric Glass, a producer of glass substrates for LCD panels, aided performance as well, as did ORIX, Japan's largest non-bank lender.

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

Annual Report

Japan

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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 actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Japan and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense example is based on an investment of $1,000 invested at the beginning of the period and held for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Japan

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,156.90

$ 5.27 B

Hypothetical A

 

$ 1,000.00

$ 1,020.32

$ 4.94 C

Class F

.69%

 

 

 

Actual

 

$ 1,000.00

$ 998.00

$ 2.42 B

Hypothetical A

 

$ 1,000.00

$ 1,021.73

$ 3.52 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Japan and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Japan

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Japan

94.7%

 

fid281

United States of America

5.3%

 

fid670

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

As of April 30, 2009

fid263

Japan

93.2%

 

fid281

United States of America

6.8%

 

fid674

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

94.7

93.2

Short-Term Investments and Net Other Assets

5.3

6.8

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

NTT DoCoMo, Inc. (Wireless Telecommunication Services)

5.5

2.3

Canon, Inc. (Office Electronics)

4.2

7.0

Toyota Motor Corp. (Automobiles)

3.5

6.5

Mitsubishi UFJ Financial Group, Inc. (Commercial Banks)

3.1

3.7

Sumitomo Mitsui Financial Group, Inc. (Commercial Banks)

2.9

1.7

ORIX Corp. (Consumer Finance)

2.8

1.2

T&D Holdings, Inc. (Insurance)

2.5

1.4

Honda Motor Co. Ltd. (Automobiles)

2.4

2.5

Sompo Japan Insurance, Inc. (Insurance)

2.1

1.6

Mitsubishi Estate Co. Ltd. (Real Estate Management & Development)

2.1

1.7

 

31.1

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.2

18.8

Consumer Discretionary

21.0

28.1

Industrials

16.8

16.2

Information Technology

16.2

19.4

Telecommunication Services

6.5

3.2

Materials

5.6

4.5

Consumer Staples

2.1

1.8

Health Care

1.7

1.2

Utilities

0.6

0.0

Annual Report

Japan

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 94.7%

Shares

Value

CONSUMER DISCRETIONARY - 21.0%

Auto Components - 5.2%

Bridgestone Corp.

288,700

$ 4,761,133

Denso Corp.

515,500

14,085,916

NGK Spark Plug Co. Ltd.

204,000

2,312,129

NOK Corp.

364,400

4,835,219

Stanley Electric Co. Ltd.

972,900

19,050,944

Toyoda Gosei Co. Ltd.

150,500

4,219,319

 

49,264,660

Automobiles - 6.5%

Honda Motor Co. Ltd.

726,300

22,434,244

Toyota Motor Corp.

847,500

33,458,576

Yamaha Motor Co. Ltd.

524,000

6,240,277

 

62,133,097

Household Durables - 2.3%

Sekisui House Ltd.

1,991,000

17,218,595

Sony Corp.

144,300

4,261,244

 

21,479,839

Leisure Equipment & Products - 1.5%

Nikon Corp.

753,000

14,034,926

Media - 1.9%

Fuji Media Holdings, Inc.

12,375

18,184,202

Multiline Retail - 1.2%

Isetan Mitsukoshi Holdings Ltd. (b)

596,840

5,720,342

Marui Group Co. Ltd.

237,800

1,366,103

Takashimaya Co. Ltd. (b)

670,000

4,517,740

 

11,604,185

Specialty Retail - 2.4%

Nishimatsuya Chain Co. Ltd. (b)

576,300

5,772,182

Shimachu Co. Ltd.

150,000

3,546,331

Yamada Denki Co. Ltd.

215,220

13,115,499

 

22,434,012

TOTAL CONSUMER DISCRETIONARY

199,134,921

CONSUMER STAPLES - 2.1%

Beverages - 0.3%

Coca-Cola West Co. Ltd.

154,700

2,873,779

Food & Staples Retailing - 1.6%

FamilyMart Co. Ltd.

156,300

4,655,841

Seven & i Holdings Co., Ltd.

453,400

9,926,499

 

14,582,340

Personal Products - 0.2%

Kose Corp.

101,100

2,211,907

TOTAL CONSUMER STAPLES

19,668,026

 

Shares

Value

FINANCIALS - 24.2%

Capital Markets - 1.5%

Matsui Securities Co. Ltd. (b)

563,000

$ 4,052,453

Nomura Holdings, Inc.

1,467,400

10,343,139

 

14,395,592

Commercial Banks - 9.8%

Chiba Bank Ltd.

983,000

6,062,397

Mitsubishi UFJ Financial Group, Inc.

5,499,700

29,295,249

Mizuho Financial Group, Inc.

6,131,900

12,095,429

Sumitomo Mitsui Financial Group, Inc.

820,800

27,900,642

Sumitomo Trust & Banking Co. Ltd.

3,373,000

17,826,259

 

93,179,976

Consumer Finance - 3.7%

Credit Saison Co. Ltd. (b)

765,300

8,555,766

ORIX Corp.

408,710

26,402,018

 

34,957,784

Insurance - 5.8%

Mitsui Sumitomo Insurance Group Holdings, Inc.

230,300

5,361,230

Sompo Japan Insurance, Inc.

3,504,000

20,492,080

Sony Financial Holdings, Inc.

1,963

5,633,385

T&D Holdings, Inc.

925,700

23,916,483

 

55,403,178

Real Estate Investment Trusts - 1.3%

Japan Real Estate Investment Corp.

855

6,822,526

Nomura Real Estate Office Fund, Inc.

978

6,043,137

 

12,865,663

Real Estate Management & Development - 2.1%

Leopalace21 Corp.

22,500

121,756

Mitsubishi Estate Co. Ltd.

1,285,000

19,410,893

 

19,532,649

TOTAL FINANCIALS

230,334,842

HEALTH CARE - 1.7%

Health Care Providers & Services - 0.7%

Alfresa Holdings Corp.

159,600

6,900,751

Pharmaceuticals - 1.0%

Astellas Pharma, Inc.

137,400

5,059,879

Daiichi Sankyo Kabushiki Kaisha

202,500

3,956,213

 

9,016,092

TOTAL HEALTH CARE

15,916,843

INDUSTRIALS - 16.8%

Air Freight & Logistics - 0.6%

Yamato Holdings Co. Ltd.

420,000

6,196,157

Building Products - 2.1%

Asahi Glass Co. Ltd.

1,185,000

9,983,964

Daikin Industries Ltd.

296,900

10,064,204

 

20,048,168

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Electrical Equipment - 2.3%

Mitsubishi Electric Corp.

1,439,000

$ 10,946,921

Sumitomo Electric Industries Ltd.

888,700

10,784,768

 

21,731,689

Machinery - 3.9%

Fanuc Ltd.

58,300

4,842,737

JTEKT Corp.

475,700

5,025,507

Kubota Corp.

1,196,000

9,294,366

NGK Insulators Ltd.

390,000

8,748,173

NSK Ltd.

1,095,000

6,362,044

THK Co. Ltd.

158,500

2,739,003

 

37,011,830

Marine - 0.2%

Mitsui O.S.K. Lines Ltd.

369,000

2,142,715

Road & Rail - 1.8%

East Japan Railway Co.

244,300

15,645,550

Nippon Express Co. Ltd.

250,000

1,023,722

 

16,669,272

Trading Companies & Distributors - 4.4%

Mitsubishi Corp.

637,200

13,509,615

Mitsui & Co. Ltd.

1,473,000

19,345,910

Sumitomo Corp.

891,800

8,657,818

 

41,513,343

Transportation Infrastructure - 1.5%

Japan Airport Terminal Co. Ltd.

82,300

1,149,750

The Sumitomo Warehouse Co. Ltd.

2,944,000

12,971,730

 

14,121,480

TOTAL INDUSTRIALS

159,434,654

INFORMATION TECHNOLOGY - 16.2%

Computers & Peripherals - 0.7%

Fujitsu Ltd.

1,095,000

6,448,593

Electronic Equipment & Components - 7.6%

Fujifilm Holdings Corp.

30,500

867,141

Horiba Ltd.

283,300

6,851,017

Ibiden Co. Ltd.

307,000

10,991,983

Kyocera Corp.

17,900

1,501,612

Nippon Electric Glass Co. Ltd.

1,643,000

17,692,567

Yamatake Corp.

761,200

16,076,116

Yaskawa Electric Corp.

1,427,000

11,225,417

Yokogawa Electric Corp.

893,000

7,237,995

 

72,443,848

Internet Software & Services - 0.2%

Yahoo! Japan Corp.

7,758

2,378,045

IT Services - 0.5%

NTT Data Corp.

1,701

4,894,745

 

Shares

Value

Office Electronics - 5.9%

Canon, Inc.

1,061,100

$ 40,008,715

Konica Minolta Holdings, Inc.

1,100,500

10,338,369

Ricoh Co. Ltd.

402,000

5,463,579

 

55,810,663

Semiconductors & Semiconductor Equipment - 1.3%

ROHM Co. Ltd.

66,200

4,390,425

Tokyo Electron Ltd.

143,100

8,050,741

 

12,441,166

TOTAL INFORMATION TECHNOLOGY

154,417,060

MATERIALS - 5.6%

Chemicals - 4.7%

JSR Corp.

754,700

14,720,028

Nissan Chemical Industries Co. Ltd.

553,000

7,127,433

Nitto Denko Corp.

497,500

15,025,238

Shin-Etsu Chemical Co., Ltd.

92,800

4,921,578

Zeon Corp.

695,000

3,159,450

 

44,953,727

Metals & Mining - 0.9%

Sumitomo Metal Industries Ltd.

3,401,000

8,689,318

TOTAL MATERIALS

53,643,045

TELECOMMUNICATION SERVICES - 6.5%

Wireless Telecommunication Services - 6.5%

KDDI Corp.

1,801

9,559,311

NTT DoCoMo, Inc.

36,028

52,253,005

 

61,812,316

UTILITIES - 0.6%

Gas Utilities - 0.6%

Tokyo Gas Co., Ltd.

1,341,000

5,312,579

TOTAL COMMON STOCKS

(Cost $1,061,254,838)

899,674,286

Money Market Funds - 5.8%

Shares

Value

Fidelity Cash Central Fund, 0.20% (c)

47,111,923

$ 47,111,923

Fidelity Securities Lending Cash Central Fund, 0.15% (a)(c)

8,468,750

8,468,750

TOTAL MONEY MARKET FUNDS

(Cost $55,580,673)

55,580,673

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $1,116,835,511)

955,254,959

NET OTHER ASSETS - (0.5)%

(4,973,221)

NET ASSETS - 100%

$ 950,281,738

Legend

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 251,212

Fidelity Securities Lending Cash Central Fund

378,092

Total

$ 629,304

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 199,134,921

$ -

$ 199,134,921

$ -

Consumer Staples

19,668,026

-

19,668,026

-

Financials

230,334,842

-

230,334,842

-

Health Care

15,916,843

-

15,916,843

-

Industrials

159,434,654

-

159,434,654

-

Information Technology

154,417,060

-

154,417,060

-

Materials

53,643,045

-

53,643,045

-

Telecommunication Services

61,812,316

-

61,812,316

-

Utilities

5,312,579

-

5,312,579

-

Money Market Funds

55,580,673

55,580,673

-

-

Total Investments in Securities:

$ 955,254,959

$ 55,580,673

$ 899,674,286

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $389,019,008 of which $151,185,501 and $237,833,507 will expire on October 31, 2016 and 2017, respectively.

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

Annual Report

Japan

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $7,937,752) - See accompanying schedule:

Unaffiliated issuers (cost $1,061,254,838)

$ 899,674,286

 

Fidelity Central Funds (cost $55,580,673)

55,580,673

 

Total Investments (cost $1,116,835,511)

 

$ 955,254,959

Receivable for investments sold

5,955,751

Receivable for fund shares sold

505,702

Dividends receivable

5,276,528

Distributions receivable from Fidelity Central Funds

12,632

Prepaid expenses

6,273

Other receivables

19,139

Total assets

967,030,984

 

 

 

Liabilities

Payable for investments purchased

$ 6,781,044

Payable for fund shares redeemed

608,129

Accrued management fee

537,938

Other affiliated payables

258,149

Other payables and accrued expenses

95,236

Collateral on securities loaned, at value

8,468,750

Total liabilities

16,749,246

 

 

 

Net Assets

$ 950,281,738

Net Assets consist of:

 

Paid in capital

$ 1,526,126,521

Undistributed net investment income

6,519,430

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

(420,826,684)

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

(161,537,529)

Net Assets

$ 950,281,738

Statement of Assets and Liabilities - continued

 

October 31, 2009

Japan:
Net Asset Value
, offering price and redemption price per share ($944,901,827 ÷ 94,238,168 shares)

$ 10.03

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($5,379,911 ÷ 535,853 shares)

$ 10.04

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

Annual Report

Japan
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 17,540,838

Income from Fidelity Central Funds

 

629,304

 

 

18,170,142

Less foreign taxes withheld

 

(1,227,348)

Total income

 

16,942,794

 

 

 

Expenses

Management fee
Basic fee

$ 6,768,547

Performance adjustment

(1,750,724)

Transfer agent fees

2,821,230

Accounting and security lending fees

450,977

Custodian fees and expenses

151,607

Independent trustees' compensation

6,987

Registration fees

26,704

Audit

69,359

Legal

4,453

Miscellaneous

21,363

Total expenses before reductions

8,570,503

Expense reductions

(132,445)

8,438,058

Net investment income (loss)

8,504,736

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(243,867,042)

Foreign currency transactions

723,519

Total net realized gain (loss)

 

(243,143,523)

Change in net unrealized appreciation (depreciation) on:

Investment securities

347,325,014

Assets and liabilities in foreign currencies

(512,698)

Total change in net unrealized appreciation (depreciation)

 

346,812,316

Net gain (loss)

103,668,793

Net increase (decrease) in net assets resulting from operations

$ 112,173,529

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 8,504,736

$ 10,956,375

Net realized gain (loss)

(243,143,523)

(163,728,497)

Change in net unrealized appreciation (depreciation)

346,812,316

(600,965,862)

Net increase (decrease) in net assets resulting from operations

112,173,529

(753,737,984)

Distributions to shareholders from net investment income

(12,255,123)

(3,964,749)

Distributions to shareholders from net realized gain

(1,114,103)

(236,930,224)

Total distributions

(13,369,226)

(240,894,973)

Share transactions - net increase (decrease)

(173,975,850)

240,218,373

Redemption fees

118,891

298,104

Total increase (decrease) in net assets

(75,052,656)

(754,116,480)

 

 

 

Net Assets

Beginning of period

1,025,334,394

1,779,450,874

End of period (including undistributed net investment income of $6,519,430 and undistributed net investment income of $10,323,711, respectively)

$ 950,281,738

$ 1,025,334,394

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

Annual Report

Financial Highlights - Japan

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.03

$ 18.00

$ 16.85

$ 15.00

$ 11.63

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .08

.10

.04

.01

.03

Net realized and unrealized gain (loss)

  1.04

(6.64)

1.35

1.85

3.34

Total from investment operations

  1.12

(6.54)

1.39

1.86

3.37

Distributions from net investment income

  (.11)

(.04)

(.01)

(.02)

-

Distributions from net realized gain

  (.01)

(2.39)

(.23)

(.01)

-

Total distributions

  (.12)

(2.43)

(.24)

(.03)

-

Redemption fees added to paid in capital B

  - F

- F

- F

.02

- F

Net asset value, end of period

$ 10.03

$ 9.03

$ 18.00

$ 16.85

$ 15.00

Total Return A

  12.84%

(41.88)%

8.36%

12.54%

28.98%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .90%

1.12%

1.08%

1.08%

1.03%

Expenses net of fee waivers, if any

  .90%

1.12%

1.08%

1.08%

1.03%

Expenses net of all reductions

  .89%

1.10%

1.06%

1.05%

1.02%

Net investment income (loss)

  .90%

.72%

.24%

.08%

.20%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 944,902

$ 1,025,334

$ 1,779,451

$ 1,763,387

$ 1,075,145

Portfolio turnover rate D

  73%

78%

158%

78%

74%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. F Amount represents less than $.01 per share.

Financial Highlights - Class F

Period ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.06

Income from Investment Operations

 

Net investment income (loss) D

  - I

Net realized and unrealized gain (loss)

  (.02)

Total from investment operations

  (.02)

Redemption fees added to paid in capital D

  - I

Net asset value, end of period

$ 10.04

Total Return B,C

  (.20)%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .69% A

Expenses net of fee waivers, if any

  .69% A

Expenses net of all reductions

  .68% A

Net investment income (loss)

  .07% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 5,380

Portfolio turnover rate F

  73%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount 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, 2009

1. Organization.

Fidelity Japan Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares and the existing class was designated Japan on June 26, 2009. The Fund offers Japan and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

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

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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

Annual Report

3. 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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 35,381,377

Gross unrealized depreciation

(238,234,664)

Net unrealized appreciation (depreciation)

$ (202,853,287)

 

 

Tax Cost

$ 1,158,108,246

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

Undistributed ordinary income

$ 15,984,600

Capital loss carryforward

$ (389,019,008)

Net unrealized appreciation (depreciation)

$ (202,810,264)

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 13,369,226

$ 3,964,749

Long-term Capital Gains

-

236,930,224

Total

$ 13,369,226

$ 240,894,973

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $656,847,919 and $839,590,747, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Japan, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .53% of the Fund's average net assets.

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 each class, except for Class F. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Japan

$ 2,821,230

.30

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.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $5,022 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $378,092.

Annual Report

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $132,439 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.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Japan

$ 12,255,123

$ 3,964,749

From net realized gain

 

 

Japan

$ 1,114,103

$ 236,930,224

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 A

2008

2009 A

2008

Japan

 

 

 

 

Shares sold

14,149,369

26,690,591

$ 138,053,275

$ 356,021,629

Reinvestment of distributions

1,672,325

14,488,052

12,626,051

222,101,843

Shares redeemed

(35,103,846)

(26,534,675)

(330,281,121)

(337,905,099)

Net increase (decrease)

(19,282,152)

14,643,968

$ (179,601,795)

$ 240,218,373

Class F

 

 

 

 

Shares sold

547,276

-

$ 5,744,073

$ -

Shares redeemed

(11,423)

-

(118,128)

-

Net increase (decrease)

535,853

-

$ 5,625,945

$ -

A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, Fidelity Freedom Fund 2020 and Fidelity Freedom Fund 2030 were the owners of record of approximately 13% and 11%, respectively, of the total outstanding shares of the Fund. The Fidelity Freedom Funds were the owners of record, in the aggregate, of approximately 56% of the total outstanding shares of the Fund.

Annual Report

Japan Smaller Companies

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10 years

Fidelity Japan Smaller Companies Fund

23.84%

-3.59%

-3.28%

$10,000 Over 10 years

Let's say hypothetically that $10,000 was invested in Fidelity Japan Smaller Companies Fund on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the Russell/Nomura Mid-Small Index and the Russell/Nomura Small CapTM Index performed over the same period. Effective January 1, 2009, the fund changed its benchmark from the Russell/Nomura Small Cap Index to the Russell/Nomura Mid-Small Index because the Russell/Nomura Mid-Small Index conforms more closely to the fund's investment strategy.


fid676

Annual Report

Japan Smaller Companies

Management's Discussion of Fund Performance

Market Recap: Japanese stocks overcame a rocky start to push higher amid tentative signs of a global economic recovery and stabilization in demand for the nation's exports. As measured by the Tokyo Stock Exchange Stock Price Index (TOPIX), Japanese share prices returned 14.38% for the 12 months ending October 31, 2009, well ahead of the 9.80% gain posted by the Standard & Poor's 500SM Index, reflecting the activity of large-cap U.S. stocks. A weaker U.S. dollar accounted for more than half of the TOPIX's gains in dollar terms. By comparison, the MSCI® EAFE® Index (Europe, Australasia, Far East) - a measure of developed stock markets outside the United States and Canada - returned 27.88%. One bright spot was Japan's 2.7% second-quarter economic growth after several quarters of negative results. Further, the August 30 election of a new prime minister and a new ruling party fueled hopes for reforms that might reinvigorate the economy, although its immediate effect on the market was minimal. On the negative side, a key price gauge excluding imports and exports continued to fall in the first two quarters, keeping deflation at the forefront of investors' concerns.

Comments from Nicholas Price, Portfolio Manager of Fidelity® Japan Smaller Companies Fund: The fund returned 23.84% during the past year, compared with 24.58% for the Russell/Nomura Mid-Small Index - which became the fund's primary benchmark on December 31, 2008 - - and 25.62% for the Russell/Nomura Small Cap Index.  The fund's performance edged the 23.67% gain of a Linked index combining the returns of the Russell/Nomura Small Cap Index, with which the fund was compared through December, and the new Russell/Nomura benchmark, with which the fund was compared during the period's final 10 months.  The fund's benchmark change was in conjunction with the adoption of a broadened investment focus to include more exposure to mid-cap companies. During the period, the fund experienced two very distinct investing climates, swinging sharply from heavy underperformance to significant outperformance versus the Linked index. Following the onset of the global financial crisis, the early stages of the fiscal year represented an incredibly difficult period, during which holdings in non-bank financials, technology and materials suffered steep declines, and our relative performance suffered. After bottoming in March, performance improved significantly and the fund ended the period slightly ahead of the benchmark, largely driven by a recovery in non-bank financials and solid gains in cyclical stocks. The fund's limited exposure to lagging defensive issues and bank stocks also proved to be a successful strategy. The biggest individual detractors were leasing company ORIX, brokerage firm Nomura Holdings, Ryohin Keikaku - a major operator of discount stores - and real estate developer Haseko. ORIX and Nomura were out-of-benchmark positions. Top contributors included homebuilder Arnest One, auto-parts and lighting equipment producer Toyoda Gosei, specialty retailer Megane TOP and air conditioner maker Daikin Industries.

Note to shareholders: The fund reopened to new accounts on December 31, 2008.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Japan Smaller Companies

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Actual

1.13%

$ 1,000.00

$ 1,338.00

$ 6.66

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.51

$ 5.75

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Japan Smaller Companies

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Japan

99.8%

 

fid281

United States of America

0.2%

 

fid680

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Japan

98.9%

 

fid281

United States of America

1.1%

 

fid684

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.8

98.9

Short-Term Investments and Net Other Assets

0.2

1.1

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stanley Electric Co. Ltd. (Auto Components)

5.5

5.2

ORIX Corp. (Consumer Finance)

5.3

4.3

Daikin Industries Ltd. (Building Products)

5.0

6.4

Sony Corp. (Household Durables)

3.6

3.1

Osaka Securities Exchange Co. Ltd. (Diversified Financial Services)

3.5

2.8

Pigeon Corp. (Household Products)

3.3

2.1

Megane TOP Co. Ltd. (Specialty Retail)

3.3

1.9

Arnest One Corp. (Household Durables)

2.9

0.5

Nomura Holdings, Inc. (Capital Markets)

2.8

3.8

Point, Inc. (Specialty Retail)

2.8

3.3

 

38.0

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

35.4

46.5

Financials

20.1

19.7

Information Technology

15.6

9.8

Industrials

14.2

11.6

Materials

7.8

8.6

Consumer Staples

5.0

2.7

Health Care

1.7

0.0

Telecommunication Services

0.0

0.0

Annual Report

Japan Smaller Companies

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 99.8%

Shares

Value

CONSUMER DISCRETIONARY - 35.4%

Auto Components - 10.2%

Calsonic Kansei Corp.

577,000

$ 1,560,393

Koito Manufacturing Co. Ltd.

612,000

8,773,719

Nippon Seiki Co. Ltd.

216,000

2,268,444

Nissin Kogyo Co. Ltd.

27,400

407,766

Stanley Electric Co. Ltd.

1,113,700

21,808,028

Toyoda Gosei Co. Ltd.

194,800

5,461,285

 

40,279,635

Automobiles - 2.3%

Honda Motor Co. Ltd.

168,800

5,213,962

Isuzu Motors Ltd.

1,429,000

3,021,578

Yachiyo Industry Co. Ltd.

99,900

703,897

 

8,939,437

Hotels, Restaurants & Leisure - 0.5%

Kappa Create Co. Ltd.

83,200

1,879,229

Household Durables - 8.3%

Arnest One Corp.

1,010,700

11,633,309

Haseko Corp. (a)

4,461,000

3,424,272

Hitachi Koki Co. Ltd.

134,800

1,492,214

Sanyo Electric Co. Ltd. (a)(c)

938,000

2,325,087

Sony Corp. (c)

479,600

14,162,802

 

33,037,684

Internet & Catalog Retail - 3.6%

DeNA Co. Ltd.

125

432,185

Rakuten, Inc.

9,708

6,648,906

Start Today Co. Ltd.

3,689

7,327,733

 

14,408,824

Leisure Equipment & Products - 0.5%

Kimoto Co. Ltd.

158,300

1,564,064

SHIMANO, Inc.

6,700

256,215

 

1,820,279

Media - 1.2%

CyberAgent, Inc. (c)

2,110

2,744,529

Opt, Inc.

684

880,634

Tokyo Broadcasting System Holding

65,900

982,999

 

4,608,162

Multiline Retail - 2.3%

J Front Retailing Co. Ltd. (c)

424,000

2,009,923

Ryohin Keikaku Co. Ltd.

157,600

7,093,950

Zakkaya Bulldog Co. Ltd.

62,700

214,208

 

9,318,081

Specialty Retail - 6.3%

Bookoff Corp.

69,600

956,148

Megane TOP Co. Ltd. (c)

749,290

12,907,919

Point, Inc.

185,550

10,968,776

 

24,832,843

 

Shares

Value

Textiles, Apparel & Luxury Goods - 0.2%

Japan Vilene Co. Ltd. (c)

166,000

$ 883,718

TOTAL CONSUMER DISCRETIONARY

140,007,892

CONSUMER STAPLES - 5.0%

Beverages - 0.1%

Kirin Holdings Co. Ltd.

25,000

408,100

Household Products - 4.9%

Pigeon Corp.

334,100

12,954,451

Uni-Charm Corp.

67,200

6,440,425

 

19,394,876

TOTAL CONSUMER STAPLES

19,802,976

FINANCIALS - 20.1%

Capital Markets - 4.0%

JAFCO Co. Ltd.

172,300

4,632,452

Nomura Holdings, Inc.

1,562,800

11,015,577

 

15,648,029

Commercial Banks - 2.6%

Mizuho Financial Group, Inc.

21,300

42,015

Shinsei Bank Ltd. (a)(c)

2,646,000

3,452,115

Sumitomo Mitsui Financial Group, Inc.

203,400

6,913,975

 

10,408,105

Consumer Finance - 5.3%

ORIX Corp. (c)

327,550

21,159,211

Diversified Financial Services - 4.4%

Japan Securities Finance Co. Ltd.

495,900

3,499,614

Osaka Securities Exchange Co. Ltd.

2,885

13,845,423

 

17,345,037

Insurance - 1.7%

Aioi Insurance Co. Ltd.

692,000

3,046,622

Fuji Fire & Marine Insurance Co. Ltd. (a)

3,057,000

3,500,141

 

6,546,763

Real Estate Management & Development - 2.1%

Airport Facilities Co. Ltd.

188,200

1,111,275

Nisshin Fudosan Co. Ltd.

69,200

371,049

Nomura Real Estate Holdings, Inc.

73,500

1,170,185

Shoei Co.

318,800

2,655,733

Takara Leben Co. Ltd.

123,200

794,328

Toc Co. Ltd.

119,000

558,144

Toho Real Estate Co. Ltd.

36,100

222,607

Tokyo Tatemono Co. Ltd.

264,000

1,258,886

 

8,142,207

TOTAL FINANCIALS

79,249,352

HEALTH CARE - 1.7%

Biotechnology - 1.2%

Sosei Group Corp. (a)(c)

3,717

4,776,006

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - 0.5%

Mitsubishi Tanabe Pharma Corp.

158,000

$ 2,017,261

TOTAL HEALTH CARE

6,793,267

INDUSTRIALS - 14.2%

Air Freight & Logistics - 0.1%

Kintetsu World Express, Inc.

8,800

204,553

Building Products - 7.3%

Central Glass Co. Ltd.

95,000

382,668

Daikin Industries Ltd.

587,700

19,921,633

Nichias Corp.

1,167,000

4,216,464

Nippon Sheet Glass Co. Ltd.

1,153,000

3,397,649

Shinko Kogyo Co. Ltd.

238,000

773,116

 

28,691,530

Construction & Engineering - 0.1%

Yahagi Construction Co. Ltd.

54,000

355,740

Electrical Equipment - 4.3%

Fuji Electric Holdings Co. Ltd.

581,000

1,079,699

Mitsubishi Electric Corp.

429,000

3,263,537

Nippon Carbon Co. Ltd.

290,000

989,261

NPC, Inc. (c)

84,300

2,154,145

Panasonic Electric Works Co., Ltd.

768,000

9,694,920

 

17,181,562

Machinery - 1.9%

HIRANO TECSEED Co. Ltd.

193,000

2,334,752

Miura Co. Ltd.

62,400

1,742,686

Nitta Corp.

235,100

3,430,475

 

7,507,913

Professional Services - 0.0%

Outsourcing, Inc.

153

115,954

Road & Rail - 0.5%

West Japan Railway Co.

574

2,034,230

TOTAL INDUSTRIALS

56,091,482

INFORMATION TECHNOLOGY - 15.6%

Computers & Peripherals - 2.8%

Mutoh Holdings Co. Ltd. (a)

278,000

434,674

Toshiba Corp.

1,858,000

10,619,702

 

11,054,376

Electronic Equipment & Components - 3.6%

Citizen Holdings Co. Ltd.

161,500

908,780

Hitachi Ltd.

469,000

1,514,418

Horiba Ltd.

89,700

2,169,207

 

Shares

Value

Nidec Corp.

24,000

$ 2,026,498

Nippon Chemi-con Corp.

386,000

1,428,356

Origin Electric Co. Ltd.

462,000

1,185,869

V Technology Co. Ltd. (c)

666

4,892,492

 

14,125,620

Internet Software & Services - 3.4%

Kakaku.com, Inc. (c)

2,012

7,357,668

mixi, Inc. (a)(c)

748

6,105,365

 

13,463,033

IT Services - 0.2%

CAC Corp.

74,900

519,218

SBI VeriTrans Co., Ltd.

575

334,612

 

853,830

Office Electronics - 0.5%

Ricoh Co. Ltd.

151,000

2,052,240

Semiconductors & Semiconductor Equipment - 5.1%

Elpida Memory, Inc. (a)

432,200

5,647,030

Ferrotec Corp.

313,500

3,475,847

Samco, Inc.

2,900

52,266

Sumco Corp.

182,700

3,486,724

Tokyo Electron Ltd.

133,900

7,533,153

 

20,195,020

TOTAL INFORMATION TECHNOLOGY

61,744,119

MATERIALS - 7.8%

Chemicals - 6.2%

Ishihara Sangyo Kaisha Ltd. (a)

3,544,000

2,884,641

JSR Corp.

198,800

3,877,490

Kanto Denka Kogyo Co. Ltd. (c)

507,000

4,129,360

Stella Chemifa Corp.

90,600

4,986,134

Tanaka Chemical Corp. (c)

86,900

2,793,619

The Nippon Synthetic Chemical Industry Co. Ltd.

149,000

1,094,376

Toda Kogyo Corp. (c)

359,000

3,448,656

Ube Industries Ltd.

520,000

1,340,111

 

24,554,387

Metals & Mining - 1.6%

Tokyo Rope Manufacturing Co. Ltd.

728,000

2,055,344

Toyo Kohan Co. Ltd.

399,000

1,933,953

Yamato Kogyo Co. Ltd.

80,000

2,400,929

 

6,390,226

TOTAL MATERIALS

30,944,613

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Softbank Corp.

1,900

44,774

TOTAL COMMON STOCKS

(Cost $342,495,213)

394,678,475

Money Market Funds - 7.9%

Shares

Value

Fidelity Cash Central Fund, 0.20% (d)

29,610

$ 29,610

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

31,340,438

31,340,438

TOTAL MONEY MARKET FUNDS

(Cost $31,370,048)

31,370,048

TOTAL INVESTMENT PORTFOLIO - 107.7%

(Cost $373,865,261)

426,048,523

NET OTHER ASSETS - (7.7)%

(30,334,432)

NET ASSETS - 100%

$ 395,714,091

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 29,132

Fidelity Securities Lending Cash Central Fund

845,185

Total

$ 874,317

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 140,007,892

$ -

$ 140,007,892

$ -

Consumer Staples

19,802,976

-

19,802,976

-

Financials

79,249,352

-

79,249,352

-

Health Care

6,793,267

-

6,793,267

-

Industrials

56,091,482

-

56,091,482

-

Information Technology

61,744,119

-

61,744,119

-

Materials

30,944,613

-

30,944,613

-

Telecommunication Services

44,774

-

44,774

-

Money Market Funds

31,370,048

31,370,048

-

-

Total Investments in Securities:

$ 426,048,523

$ 31,370,048

$ 394,678,475

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $123,913,282 of which $58,533,238 and $65,380,044 will expire on October 31, 2016 and 2017, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Japan Smaller Companies

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $29,764,598) - See accompanying schedule:

Unaffiliated issuers (cost $342,495,213)

$ 394,678,475

 

Fidelity Central Funds (cost $31,370,048)

31,370,048

 

Total Investments (cost $373,865,261)

 

$ 426,048,523

Receivable for investments sold

5,787,969

Receivable for fund shares sold

74,524

Dividends receivable

1,156,223

Distributions receivable from Fidelity Central Funds

78,776

Prepaid expenses

2,554

Other receivables

14,865

Total assets

433,163,434

 

 

 

Liabilities

Payable for investments purchased

$ 4,761,921

Payable for fund shares redeemed

925,001

Accrued management fee

240,724

Other affiliated payables

111,430

Other payables and accrued expenses

69,829

Collateral on securities loaned, at value

31,340,438

Total liabilities

37,449,343

 

 

 

Net Assets

$ 395,714,091

Net Assets consist of:

 

Paid in capital

$ 472,091,970

Undistributed net investment income

1,101,593

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(129,683,803)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

52,204,331

Net Assets, for 46,075,116 shares outstanding

$ 395,714,091

Net Asset Value, offering price and redemption price per share ($395,714,091 ÷ 46,075,116 shares)

$ 8.59

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 4,721,966

Interest

 

16

Income from Fidelity Central Funds (including $845,185 from security lending)

 

874,317

 

 

5,596,299

Less foreign taxes withheld

 

(327,403)

Total income

 

5,268,896

 

 

 

Expenses

Management fee

$ 2,557,099

Transfer agent fees

1,082,567

Accounting and security lending fees

194,392

Custodian fees and expenses

232,260

Independent trustees' compensation

2,683

Registration fees

19,277

Audit

54,269

Legal

2,471

Interest

618

Miscellaneous

7,938

Total expenses before reductions

4,153,574

Expense reductions

(50,560)

4,103,014

Net investment income (loss)

1,165,882

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(66,656,522)

Foreign currency transactions

356,512

Total net realized gain (loss)

 

(66,300,010)

Change in net unrealized appreciation (depreciation) on:

Investment securities

136,951,984

Assets and liabilities in foreign currencies

(173,717)

Total change in net unrealized appreciation (depreciation)

 

136,778,267

Net gain (loss)

70,478,257

Net increase (decrease) in net assets resulting from operations

$ 71,644,139

See accompanying notes which are an integral part of the financial statements.

Annual Report

Japan Smaller Companies
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,165,882

$ 2,597,004

Net realized gain (loss)

(66,300,010)

(62,039,720)

Change in net unrealized appreciation (depreciation)

136,778,267

(271,756,601)

Net increase (decrease) in net assets resulting from operations

71,644,139

(331,199,317)

Distributions to shareholders from net investment income

(2,197,996)

(1,282,366)

Distributions to shareholders from net realized gain

(549,498)

(13,464,846)

Total distributions

(2,747,494)

(14,747,212)

Share transactions
Proceeds from sales of shares

69,815,224

64,044,453

Reinvestment of distributions

1,683,605

10,772,639

Cost of shares redeemed

(138,732,098)

(146,648,963)

Net increase (decrease) in net assets resulting from share transactions

(67,233,269)

(71,831,871)

Redemption fees

116,866

59,325

Total increase (decrease) in net assets

1,780,242

(417,719,075)

 

 

 

Net Assets

Beginning of period

393,933,849

811,652,924

End of period (including undistributed net investment income of $1,101,593 and undistributed net investment income of $2,239,289, respectively)

$ 395,714,091

$ 393,933,849

Other Information

Shares

Sold

9,049,354

6,465,046

Issued in reinvestment of distributions

259,816

912,936

Redeemed

(19,628,461)

(15,250,412)

Net increase (decrease)

(10,319,291)

(7,872,430)

Financial Highlights

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 6.99

$ 12.63

$ 13.43

$ 14.25

$ 11.58

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .02

.04

.03

.01

.03

Net realized and unrealized gain (loss)

  1.63

(5.45)

(.46)

- F

2.69

Total from investment operations

  1.65

(5.41)

(.43)

.01

2.72

Distributions from net investment income

  (.04)

(.02)

(.01)

(.02)

(.01)

Distributions from net realized gain

  (.01)

(.21)

(.36)

(.83)

(.05)

Total distributions

  (.05)

(.23)

(.37)

(.85)

(.06)

Redemption fees added to paid in capital B

  - F

- F

- F

.02

.01

Net asset value, end of period

$ 8.59

$ 6.99

$ 12.63

$ 13.43

$ 14.25

Total Return A

  23.84%

(43.58)%

(3.27)%

(.36)%

23.69%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.16%

1.05%

1.02%

1.02%

1.02%

Expenses net of fee waivers, if any

  1.16%

1.05%

1.02%

1.02%

1.02%

Expenses net of all reductions

  1.14%

1.03%

1.00%

1.01%

1.01%

Net investment income (loss)

  .33%

.44%

.23%

.09%

.22%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 395,714

$ 393,934

$ 811,653

$ 1,217,239

$ 1,406,673

Portfolio turnover rate D

  183%

86%

76%

98%

65%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. 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 Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. 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, 2009

1. Organization.

Fidelity Japan Smaller Companies Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund was closed to most new accounts effective the close of business on February 28, 2006 and reopened after the close of business on December 30, 2008.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 67,366,042

Gross unrealized depreciation

(26,552,710)

Net unrealized appreciation (depreciation)

$ 40,813,332

 

 

Tax Cost

$ 385,235,191

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 6,700,999

Capital loss carryforward

$ (123,913,282)

Net unrealized appreciation (depreciation)

$ 40,834,401

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 2,747,494

$ 1,282,366

Long-term Capital Gains

-

13,464,846

Total

$ 2,747,494

$ 14,747,212

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $650,392,501 and $704,399,965, respectively.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .30% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 4,477,571

.36%

$ 618

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,889 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $50,560 for the period.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Latin America

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Fidelity Latin America Fund

67.88%

24.29%

16.70%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Latin America Fund on October 31, 1999. 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.


fid686

Annual Report

Latin America

Management's Discussion of Fund Performance

Market Recap: Stocks in emerging markets produced outsized gains, as investors' moods shifted from despair early in the period to optimism that the global recession might have ended. Reflecting the improving sentiment, the MSCI® Emerging Markets (EM) Index returned 64.63% during the year ending October 31, 2009. Of the three regions with the largest representation in the index - Europe/Middle East/Africa (EMEA), Latin America, and Asia ex Australia and New Zealand - Latin America had the strongest showing, at more than 77%, driven mainly by a return of over 92% for Brazil, whose major city, Rio de Janeiro, recently won the competition to host the 2016 Olympic games. Moreover, near period end Brazil's government debt earned an investment-grade rating from one of the major U.S. credit-rating agencies. Asian stocks also performed extremely well, returning almost 67%. A key driver in that case was China, whose return of roughly 102% came amid accelerating economic growth - from 6.1% in the first quarter of 2009 to 8.9% in the third quarter - and optimism fostered by the government's massive fiscal stimulus package. In the EMEA region, stocks returned about 47%, with key components South Africa and Russia finishing at roughly 62% and 45%, respectively.

Comments from Adam Kutas, Portfolio Manager of Fidelity® Latin America Fund: For the year, the fund returned 67.88%, trailing the MSCI EM Latin America Index, which advanced 78.10%. Holding a modest cash position in a strong market was the biggest detractor from relative performance. Stock selection and an underweighting in the top-performing materials sector also hurt, as did overweighting the lagging consumer discretionary category, primarily in the consumer durables/apparel and media groups. Unfavorable market positioning and stock picking in financials - - especially banks - was another detractor, as was security selection in energy. On a country basis, our holdings in Brazil modestly trailed that nation's aggregate return in the index, but we erased some of those losses by overweighting this strong-performing market, which was supported by a currency tail wind. Security selection in non-index Canada also detracted. Adverse stock picks in Mexico were almost completely offset by underweighting this lagging market, along with the associated currency impact. Top individual detractors included Brazilian steel maker Siderurgica Nacional and iron-ore producer Companhia Vale do Rio Doce, also based in Brazil. Conversely, we had favorable security selection in telecommunication services and utilities, including virtually avoiding Mexican telephone company Telefonos de Mexico, and not owning Brazil-based utility operator Centrais Eletricas Brasileiras, two index components that lagged. Some stocks mentioned in this update were not held at period end.

Note to shareholders: Fidelity Latin America Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Latin American market. As of October 31, 2009, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Latin America

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Actual

1.07%

$ 1,000.00

$ 1,444.00

$ 6.59

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.81

$ 5.45

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Latin America

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Brazil

66.2%

 

fid265

Mexico

16.0%

 

fid269

Chile

6.5%

 

fid271

United States of America

3.7%

 

fid273

Peru

3.1%

 

fid275

Canada

1.6%

 

fid277

Bermuda

1.5%

 

fid279

Luxembourg

0.7%

 

fid281

Panama

0.7%

 

fid697

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Brazil

67.1%

 

fid265

Mexico

15.4%

 

fid267

United States of America

9.3%

 

fid269

Chile

2.7%

 

fid271

Peru

1.9%

 

fid273

Bermuda

1.2%

 

fid275

Canada

0.8%

 

fid277

Panama

0.5%

 

fid279

United Kingdom

0.4%

 

fid281

Other

0.7%

 

fid709

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.3

90.7

Short-Term Investments and Net Other Assets

3.7

9.3

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

11.1

12.0

America Movil SAB de CV Series L (Mexico, Wireless Telecommunication Services)

8.3

7.2

Vale SA (PN-A) (Brazil, Metals & Mining)

8.1

0.0

Itau Unibanco Banco Multiplo SA (Brazil, Commercial Banks)

6.8

6.6

Petroleo Brasileiro SA - Petrobras (ON) (Brazil, Oil, Gas & Consumable Fuels)

6.6

8.2

Banco Bradesco SA (PN) (Brazil, Commercial Banks)

3.7

3.4

Vivo Participacoes SA (Brazil, Wireless Telecommunication Services)

3.1

2.7

Vale SA sponsored ADR (Brazil, Metals & Mining)

3.1

0.0

Compania de Minas Buenaventura SA sponsored ADR (Peru, Metals & Mining)

3.1

1.9

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR (Brazil, Beverages)

3.0

1.7

 

56.9

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

21.0

24.2

Energy

18.4

22.2

Telecommunication Services

17.1

12.5

Financials

12.3

11.5

Consumer Staples

10.4

6.9

Utilities

8.2

5.5

Consumer Discretionary

4.6

3.8

Industrials

4.3

2.6

Information Technology

0.0

1.3

Health Care

0.0

0.2

Annual Report

Latin America

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 96.3%

Shares

Value

Bermuda - 1.5%

Dufry South America Ltd. unit

2,777,663

$ 48,260,554

GP Investments, Ltd. unit (a)

2,633,825

13,459,247

TOTAL BERMUDA

61,719,801

Brazil - 66.2%

AES Tiete SA (PN) (non-vtg.)

6,378,300

71,888,062

Banco Bradesco SA:

(PN)

2,315,500

45,305,547

(PN) sponsored ADR

5,372,700

105,842,190

Brascan Residential Properties SA

1,508,000

5,719,646

Companhia de Bebidas das Americas (AmBev):

(PN) sponsored ADR (c)

1,343,426

121,015,814

sponsored ADR (c)

66,745

5,072,620

Companhia de Concessoes Rodoviarias

690,400

13,579,069

Companhia de Saneamento de Minas Gerais

61,112

1,075,671

Companhia Energetica de Minas Gerais (CEMIG):

(PN)

450,800

7,077,345

(PN) sponsored ADR (non-vtg.) (c)

3,847,900

60,758,341

Confab Industrial SA (PN) (non-vtg.)

5,377,400

15,815,882

Eletropaulo Metropolitana SA (PN-B)

2,611,360

49,270,664

Equatorial Energia SA

4,042,423

38,353,900

GVT Holding SA (a)

1,903,400

54,631,427

Itau Unibanco Banco Multiplo SA

4,145,737

78,880,108

Itau Unibanco Banco Multiplo SA ADR

10,384,262

198,754,775

Lojas Americanas SA (PN)

4,067,800

26,538,168

Net Servicos de Comunicacao SA:

sponsored ADR

549,700

6,755,813

(PN) (a)

7,230,300

89,126,626

OGX Petroleo e Gas Participacoes SA

35,900

28,945,037

Petroleo Brasileiro SA - Petrobras:

(ON)

388,200

8,926,925

(PN) (non-vtg.)

6,485,760

128,595,696

(PN) sponsored ADR (non-vtg.)

7,923,450

317,888,814

sponsored ADR (c)

5,576,420

257,742,132

Souza Cruz Industria Comerico

1,698,400

60,290,693

TAM SA (PN) sponsored ADR
(ltd. vtg.) (a)

4,841,100

69,082,497

Tele Norte Leste Participacoes SA:

(ON)

667,700

15,050,925

sponsored ADR (non-vtg.)

3,162,100

60,269,626

TIM Participacoes SA

5,839,900

13,827,154

TIM Participacoes SA sponsored ADR (non-vtg.) (c)

1,234,500

29,121,855

Tractebel Energia SA

3,706,400

45,246,196

Usinas Siderurgicas de Minas Gerais SA - Usiminas:

(ON)

505,875

12,437,195

(PN-A) (non-vtg.)

1,809,850

47,270,668

Vale SA:

(PN-A)

1,544,200

34,764,666

 

Shares

Value

(PN-A) sponsored ADR

12,687,100

$ 293,072,010

sponsored ADR (c)

4,860,800

123,901,792

Vivo Participacoes SA:

(PN)

717,986

17,480,831

sponsored ADR

4,420,900

107,206,825

Votorantim Celulose e Papel SA (a)

87,875

1,203,965

Votorantim Celulose e Papel SA sponsored ADR (a)(c)

810,491

11,136,146

TOTAL BRAZIL

2,678,923,316

Canada - 1.6%

Jaguar Mining, Inc. (a)(c)

1,450,400

12,121,827

Yamana Gold, Inc.

4,900,800

51,956,581

TOTAL CANADA

64,078,408

Chile - 6.5%

Banco Santander Chile sponsored ADR

1,148,475

60,455,724

CAP SA

3,621,263

94,120,806

Compania Cervecerias Unidas SA

1,412,500

9,962,923

Compania Cervecerias Unidas SA sponsored ADR (c)

232,257

8,226,543

Empresa Nacional de Electricidad SA

16,169,758

24,850,788

Empresa Nacional de Electricidad SA sponsored ADR

818,599

37,565,508

Vina Concha y Toro SA

4,173,121

8,842,193

Vina Concha y Toro SA sponsored ADR

408,450

17,399,970

TOTAL CHILE

261,424,455

Luxembourg - 0.7%

Millicom International Cellular SA (a)

461,650

28,926,989

Mexico - 16.0%

America Movil SAB de CV:

Series L

2,463,900

5,447,093

Series L sponsored ADR

7,491,356

330,593,541

Fomento Economico Mexicano SAB de CV sponsored ADR

1,895,295

82,085,226

Grupo Aeroportuario del Pacifico SA de CV sponsored ADR

2,608,043

66,479,016

Grupo Modelo SAB de CV Series C (a)

3,263,700

14,830,955

Grupo Televisa SA de CV (CPO) sponsored ADR

347,700

6,731,472

Industrias Penoles SA de CV

1,257,055

22,954,992

Telefonos de Mexico SA de CV:

Series L

7,622,000

6,344,162

Series L sponsored ADR

1,394,200

23,157,662

Wal-Mart de Mexico SA de CV
Series V (c)

25,448,716

88,776,383

TOTAL MEXICO

647,400,502

Panama - 0.7%

Copa Holdings SA Class A

638,600

26,968,078

Common Stocks - continued

Shares

Value

Peru - 3.1%

Compania de Minas Buenaventura SA sponsored ADR

3,688,352

$ 123,817,977

TOTAL COMMON STOCKS

(Cost $2,385,223,974)

3,893,259,526

Money Market Funds - 9.5%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (d)

119,538,822

119,538,822

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

266,704,865

266,704,865

TOTAL MONEY MARKET FUNDS

(Cost $386,243,687)

386,243,687

TOTAL INVESTMENT PORTFOLIO - 105.8%

(Cost $2,771,467,661)

4,279,503,213

NET OTHER ASSETS - (5.8)%

(235,754,761)

NET ASSETS - 100%

$ 4,043,748,452

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 826,506

Fidelity Securities Lending Cash Central Fund

416,325

Total

$ 1,242,831

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 2,678,923,316

$ 2,677,847,645

$ 1,075,671

$ -

Mexico

647,400,502

647,400,502

-

-

Chile

261,424,455

261,424,455

-

-

Peru

123,817,977

123,817,977

-

-

Canada

64,078,408

64,078,408

-

-

Bermuda

61,719,801

61,719,801

-

-

Luxembourg

28,926,989

28,926,989

-

-

Panama

26,968,078

26,968,078

-

-

Money Market Funds

386,243,687

386,243,687

-

-

Total Investments in Securities:

$ 4,279,503,213

$ 4,278,427,542

$ 1,075,671

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $659,596,614 of which $156,435,569 and $503,161,045 will expire on October 31, 2016 and 2017, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Latin America

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $249,642,428) - See accompanying schedule:

Unaffiliated issuers (cost $2,385,223,974)

$ 3,893,259,526

 

Fidelity Central Funds (cost $386,243,687)

386,243,687

 

Total Investments (cost $2,771,467,661)

 

$ 4,279,503,213

Foreign currency held at value (cost $1,608,151)

1,608,143

Receivable for investments sold

43,193,741

Receivable for fund shares sold

8,659,958

Dividends receivable

20,797,261

Distributions receivable from Fidelity Central Funds

58,268

Prepaid expenses

22,449

Other receivables

340,463

Total assets

4,354,183,496

 

 

 

Liabilities

Payable for investments purchased

$ 30,039,171

Payable for fund shares redeemed

9,961,679

Accrued management fee

2,484,355

Other affiliated payables

887,891

Other payables and accrued expenses

357,083

Collateral on securities loaned, at value

266,704,865

Total liabilities

310,435,044

 

 

 

Net Assets

$ 4,043,748,452

Net Assets consist of:

 

Paid in capital

$ 3,148,052,101

Undistributed net investment income

42,882,612

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(655,698,832)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,508,512,571

Net Assets, for 85,515,304 shares outstanding

$ 4,043,748,452

Net Asset Value, offering price and redemption price per share ($4,043,748,452 ÷ 85,515,304 shares)

$ 47.29

Statement of Operations

 

Year ended October 31, 2009

 

 

 

Investment Income

 

 

Dividends

 

$ 93,157,229

Interest

 

46,166

Income from Fidelity Central Funds

 

1,242,831

 

 

94,446,226

Less foreign taxes withheld

 

(7,117,553)

Total income

 

87,328,673

 

 

 

Expenses

Management fee

$ 20,036,115

Transfer agent fees

7,715,858

Accounting and security lending fees

1,201,950

Custodian fees and expenses

1,114,129

Independent trustees' compensation

19,055

Registration fees

84,462

Audit

72,561

Legal

12,469

Miscellaneous

57,779

Total expenses before reductions

30,314,378

Expense reductions

(529,510)

29,784,868

Net investment income (loss)

57,543,805

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(468,882,329)

Foreign currency transactions

(722,601)

Total net realized gain (loss)

 

(469,604,930)

Change in net unrealized appreciation (depreciation) on:

Investment securities

1,901,685,836

Assets and liabilities in foreign currencies

1,061,616

Total change in net unrealized appreciation (depreciation)

 

1,902,747,452

Net gain (loss)

1,433,142,522

Net increase (decrease) in net assets resulting from operations

$ 1,490,686,327

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 57,543,805

$ 77,374,029

Net realized gain (loss)

(469,604,930)

(150,891,457)

Change in net unrealized appreciation (depreciation)

1,902,747,452

(3,432,385,144)

Net increase (decrease) in net assets resulting from operations

1,490,686,327

(3,505,902,572)

Distributions to shareholders from net investment income

(34,726,095)

(58,822,488)

Distributions to shareholders from net realized gain

-

(155,654,931)

Total distributions

(34,726,095)

(214,477,419)

Share transactions
Proceeds from sales of shares

1,172,903,800

2,650,547,667

Reinvestment of distributions

33,594,867

207,556,726

Cost of shares redeemed

(845,652,662)

(3,137,930,206)

Net increase (decrease) in net assets resulting from share transactions

360,846,005

(279,825,813)

Redemption fees

1,335,831

6,121,898

Total increase (decrease) in net assets

1,818,142,068

(3,994,083,906)

 

 

 

Net Assets

Beginning of period

2,225,606,384

6,219,690,290

End of period (including undistributed net investment income of $42,882,612 and undistributed net investment income of $53,341,043, respectively)

$ 4,043,748,452

$ 2,225,606,384

Other Information

Shares

Sold

31,352,380

43,462,745

Issued in reinvestment of distributions

1,344,639

3,206,995

Redeemed

(24,759,791)

(60,698,857)

Net increase (decrease)

7,937,228

(14,029,117)

Financial Highlights

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.69

$ 67.90

$ 41.13

$ 29.40

$ 18.10

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .72

.83

.68

.82

.57

Net realized and unrealized gain (loss)

  18.32

(37.74)

27.43

11.68

10.98

Total from investment operations

  19.04

(36.91)

28.11

12.50

11.55

Distributions from net investment income

  (.46)

(.65)

(.61)

(.46)

(.30)

Distributions from net realized gain

  -

(1.72)

(.77)

(.38)

-

Total distributions

  (.46)

(2.37)

(1.38)

(.84)

(.30)

Redemption fees added to paid in capital B

  .02

.07

.04

.07

.05

Net asset value, end of period

$ 47.29

$ 28.69

$ 67.90

$ 41.13

$ 29.40

Total Return A

  67.88%

(56.20)%

70.35%

43.57%

64.94%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.07%

1.02%

1.00%

1.05%

1.10%

Expenses net of fee waivers, if any

  1.07%

1.02%

1.00%

1.05%

1.10%

Expenses net of all reductions

  1.05%

1.00%

.98%

1.02%

1.04%

Net investment income (loss)

  2.04%

1.41%

1.33%

2.23%

2.38%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,043,748

$ 2,225,606

$ 6,219,690

$ 3,122,473

$ 1,384,083

Portfolio turnover rate D

  52%

51%

52%

60%

40%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. 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 Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Latin America Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,553,413,401

Gross unrealized depreciation

(74,881,827)

Net unrealized appreciation (depreciation)

$ 1,478,531,574

 

 

Tax Cost

$ 2,800,971,639

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 76,284,968

Capital loss carryforward

$ (659,596,614)

Net unrealized appreciation (depreciation)

$ 1,479,008,593

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 34,726,095

$ 58,822,488

Long-term Capital Gains

-

155,654,931

Total

$ 34,726,095

$ 214,477,419

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,692,117,530 and $1,368,184,021, respectively.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .27% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $932 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $13,516 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $416,325.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $528,300 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 $1,210.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Nordic

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Fidelity Nordic Fund

34.90%

7.02%

4.80%

$10,000 Over 10 years

Let's say hypothetically that $10,000 was invested in Fidelity Nordic Fund on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the FTSE Capped Nordic Index and the FTSE Nordic Index performed over the same period. Effective October 1, 2009, Fidelity Nordic Fund began comparing its performance to the FTSE Capped Nordic Index rather than the FTSE Nordic Index because the FTSE Capped Nordic Index conforms more closely to the fund's investment policies. Returns shown for the FTSE Capped Nordic Index for periods prior to October 1, 2009 (its inception date) are returns of the uncapped FTSE Nordic Index.


fid711

Annual Report

Nordic

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Nordic Fund: For the year, the fund rose 34.90%, compared with the 46.01% return of the Financial Times Stock Exchange (FTSE) Nordic Index. On October 1, 2009, the fund changed its benchmark index to the FTSE Capped Nordic Index, which rose 46.22% for the year. The fund's new benchmark better represents the fund's investment universe. The fund was hurt by security selection in several areas, most notably in health care, diversified financials and the food/beverage/tobacco segment of consumer staples, as well as by an underweighting in capital goods. On a country basis, stock picking in Sweden was the biggest detractor by far. In terms of individual stocks, underweighting Nordea Bank was the most harmful, as was not owning enough of bank Svenska Handelsbanken during the stock market rally in the second half of the period. I added to our position in the latter, but not soon enough to capture its full gains during the period. Untimely ownership of smoke-free tobacco product manufacturer Swedish Match also detracted. Health care company Elekta lagged as well, and underweighting truck maker Volvo was a negative. All of the detractors I've just discussed were domiciled in Sweden. On the upside, the fund benefited from an average overweighting in telecommunication services, as well as some success in pockets of consumer discretionary and financials. Our positioning in Denmark and Norway also was positive. The fund's biggest contribution came from two financials stocks, Norway's DnB NOR and Denmark's Danske Bank, both of which managed well through the economic downturn. Also in financials, Norweigian insurance company Storebrand was a positive. Danish wind turbine manufacturer Vestas Wind Systems was another contributor. Worried about financing for Vestas' products as a result of the tight credit markets, I reduced our position, which helped when the stock slipped a bit later in the period. Similarly, underweighting Renewable Energy, which manufacturers silicon solar panels, gave the fund a boost. Some of the stocks I've mentioned in this report were sold by period end.

Note to shareholders: Fidelity Nordic Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Nordic market. As of October 31, 2009, the fund did not have more than 20% of its assets in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Nordic

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Actual

1.17%

$ 1,000.00

$ 1,357.90

$ 6.95

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.31

$ 5.96

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Nordic

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Sweden

45.3%

 

fid265

Denmark

18.6%

 

fid269

Norway

16.8%

 

fid273

Finland

15.7%

 

fid277

Bermuda

3.1%

 

fid575

United States of America

0.4%

 

fid281

Iceland

0.1%

 

fid720

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Sweden

37.4%

 

fid265

Finland

25.6%

 

fid269

Denmark

16.1%

 

fid273

Norway

15.9%

 

fid277

Bermuda

2.9%

 

fid575

United States of America

2.0%

 

fid281

Iceland

0.1%

 

fid729

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.8

98.0

Short-Term Investments and Net Other Assets

0.2

2.0

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nordea Bank AB (Sweden, Commercial Banks)

5.4

1.1

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

5.0

7.6

Telefonaktiebolaget LM Ericsson (B Shares) (Sweden, Communications Equipment)

4.3

4.3

Nokia Corp. (Finland, Communications Equipment)

4.1

13.3

Svenska Handelsbanken AB (A Shares) (Sweden, Commercial Banks)

3.6

2.3

StatoilHydro ASA (Norway, Oil, Gas & Consumable Fuels)

3.5

5.2

Telenor ASA (Norway, Diversified Telecommunication Services)

3.5

1.6

DnB NOR ASA (Norway, Commercial Banks)

3.1

4.0

Sandvik AB (Sweden, Machinery)

3.1

1.1

H&M Hennes & Mauritz AB (B Shares) (Sweden, Specialty Retail)

3.0

5.5

 

38.6

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

24.0

17.3

Financials

23.2

18.0

Materials

9.7

7.5

Information Technology

8.4

17.6

Consumer Discretionary

8.0

6.9

Health Care

8.0

10.5

Energy

7.7

8.2

Telecommunication Services

5.9

5.5

Consumer Staples

2.8

3.8

Utilities

2.1

2.7

Annual Report

Nordic

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 99.8%

Shares

Value

Bermuda - 3.1%

Northern Offshore Ltd. (a)

1,155,000

$ 1,815,372

Scorpion Offshore Ltd. (a)

319,500

1,283,334

Seadrill Ltd. (a)(c)

344,100

7,187,154

TOTAL BERMUDA

10,285,860

Denmark - 18.6%

A.P. Moller - Maersk AS:

Series A

513

3,438,392

Series B

881

6,061,687

Carlsberg AS Series B

109,300

7,714,836

Coloplast AS Series B

19,100

1,565,295

Danske Bank AS (a)

374,453

8,680,575

DSV de Sammensluttede Vognmaend AS (a)

90,400

1,417,359

Novo Nordisk AS Series B

266,727

16,611,769

Novozymes AS Series B

45,700

4,206,048

Sydbank AS (a)

62,930

1,549,050

Vestas Wind Systems AS (a)

82,400

5,840,563

William Demant Holding AS (a)

69,500

4,967,427

TOTAL DENMARK

62,053,001

Finland - 15.7%

Fortum Corp.

295,463

7,013,140

Kone Oyj (B Shares)

154,660

5,792,164

Metso Corp.

189,700

5,317,865

Neste Oil Oyj (c)

83,400

1,480,091

Nokia Corp.

1,088,713

13,750,853

Nokian Tyres PLC

170,100

3,639,517

Outokumpu Oyj (A Shares)

192,115

3,191,760

Sampo OYJ (A Shares)

205,100

4,925,619

Stora Enso Oyj (R Shares)

543,800

4,129,181

UPM-Kymmene Corp.

269,700

3,246,454

TOTAL FINLAND

52,486,644

Iceland - 0.1%

Ossur hf (a)

441,370

453,779

Norway - 16.8%

DnB NOR ASA (a)

903,900

10,410,612

Norsk Hydro ASA (a)

755,200

4,978,746

Orkla ASA (A Shares)

534,400

4,964,999

Pronova BioPharma ASA (a)

466,300

1,449,528

Schibsted ASA (B Shares) (a)

80,000

1,319,572

Sevan Marine ASA (a)

580,000

940,990

StatoilHydro ASA

494,396

11,733,713

Storebrand ASA (A Shares) (a)

480,000

3,283,491

Telenor ASA (a)

900,100

11,655,824

Yara International ASA

165,600

5,512,192

TOTAL NORWAY

56,249,667

Sweden - 45.3%

Assa Abloy AB (B Shares)

318,400

5,563,600

 

Shares

Value

Atlas Copco AB (A Shares)

467,600

$ 6,269,672

Electrolux AB (B Shares) (a)

272,300

6,526,331

Elekta AB (B Shares) (c)

89,000

1,677,444

H&M Hennes & Mauritz AB (B Shares)

178,807

10,155,892

Intrum Justitia AB

100,600

1,239,555

Investor AB (B Shares)

359,238

6,355,566

Lundin Petroleum AB (a)

162,200

1,373,815

Modern Times Group MTG AB (B Shares)

65,150

2,825,271

Nordea Bank AB (c)

1,680,100

18,032,075

Rezidor Hotel Group AB (a)

628,900

2,010,604

Sandvik AB

937,000

10,349,775

Scania AB (B Shares)

422,000

5,413,334

Skandinaviska Enskilda Banken AB (A Shares) (a)

863,300

5,228,875

Skanska AB (B Shares)

399,674

5,864,815

SKF AB (B Shares)

367,200

5,814,244

SSAB Svenskt Stal AB:

(A Shares)

263,100

4,010,378

(B Shares)

53,400

746,630

Svenska Cellulosa AB (SCA) (B Shares)

166,000

2,280,869

Svenska Handelsbanken AB (A Shares)

463,700

11,982,128

Swedbank AB (A Shares)

777,958

6,701,348

Swedish Match Co.

85,800

1,760,816

TELE2 AB (B Shares)

142,050

2,070,360

Telefonaktiebolaget LM Ericsson (B Shares)

1,374,286

14,357,406

TeliaSonera AB

892,500

5,915,060

Volvo AB (B Shares)

745,700

7,061,570

TOTAL SWEDEN

151,587,433

United States of America - 0.2%

Autoliv, Inc.

15,300

513,774

TOTAL COMMON STOCKS

(Cost $285,005,281)

333,630,158

Money Market Funds - 4.0%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (d)

131,412

131,412

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

13,360,617

13,360,617

TOTAL MONEY MARKET FUNDS

(Cost $13,492,029)

13,492,029

TOTAL INVESTMENT PORTFOLIO - 103.8%

(Cost $298,497,310)

347,122,187

NET OTHER ASSETS - (3.8)%

(12,708,084)

NET ASSETS - 100%

$ 334,414,103

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 32,122

Fidelity Securities Lending Cash Central Fund

757,282

Total

$ 789,404

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Sweden

$ 151,587,433

$ -

$ 151,587,433

$ -

Denmark

62,053,001

62,053,001

-

-

Norway

56,249,667

56,249,667

-

-

Finland

52,486,644

38,735,791

13,750,853

-

Bermuda

10,285,860

10,285,860

-

-

United States of America

513,774

513,774

-

-

Iceland

453,779

453,779

-

-

Money Market Funds

13,492,029

13,492,029

-

-

Total Investments in Securities:

$ 347,122,187

$ 181,783,901

$ 165,338,286

$ -

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $223,837,280 of which $90,962,421 and $132,874,859 will expire on October 31, 2016 and 2017, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Nordic

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $12,483,587) - See accompanying schedule:

Unaffiliated issuers (cost $285,005,281)

$ 333,630,158

 

Fidelity Central Funds (cost $13,492,029)

13,492,029

 

Total Investments (cost $298,497,310)

 

$ 347,122,187

Receivable for investments sold

4,901,241

Receivable for fund shares sold

319,180

Distributions receivable from Fidelity Central Funds

4,055

Prepaid expenses

1,984

Other receivables

18,153

Total assets

352,366,800

 

 

 

Liabilities

Payable for investments purchased

$ 3,697,947

Payable for fund shares redeemed

514,800

Accrued management fee

205,585

Other affiliated payables

112,915

Other payables and accrued expenses

60,833

Collateral on securities loaned, at value

13,360,617

Total liabilities

17,952,697

 

 

 

Net Assets

$ 334,414,103

Net Assets consist of:

 

Paid in capital

$ 509,439,359

Undistributed net investment income

4,288,893

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(227,938,646)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

48,624,497

Net Assets, for 12,701,884 shares outstanding

$ 334,414,103

Net Asset Value, offering price and redemption price per share ($334,414,103 ÷ 12,701,884 shares)

$ 26.33

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 8,376,635

Interest

 

1

Income from Fidelity Central Funds (including $757,282 from security lending)

 

789,404

 

 

9,166,040

Less foreign taxes withheld

 

(1,292,547)

Total income

 

7,873,493

 

 

 

Expenses

Management fee

$ 1,979,405

Transfer agent fees

880,149

Accounting and security lending fees

147,924

Custodian fees and expenses

103,036

Independent trustees' compensation

2,029

Registration fees

27,229

Audit

54,025

Legal

1,426

Interest

1,244

Miscellaneous

6,624

Total expenses before reductions

3,203,091

Expense reductions

(84,270)

3,118,821

Net investment income (loss)

4,754,672

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(131,135,186)

Foreign currency transactions

(337,665)

Total net realized gain (loss)

 

(131,472,851)

Change in net unrealized appreciation (depreciation) on:

Investment securities

210,357,827

Assets and liabilities in foreign currencies

57,940

Total change in net unrealized appreciation (depreciation)

 

210,415,767

Net gain (loss)

78,942,916

Net increase (decrease) in net assets resulting from operations

$ 83,697,588

See accompanying notes which are an integral part of the financial statements.

Annual Report

Nordic
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 4,754,672

$ 14,904,039

Net realized gain (loss)

(131,472,851)

(96,010,239)

Change in net unrealized appreciation (depreciation)

210,415,767

(396,396,455)

Net increase (decrease) in net assets resulting from operations

83,697,588

(477,502,655)

Distributions to shareholders from net investment income

(14,502,155)

(32,286,083)

Distributions to shareholders from net realized gain

-

(42,550,440)

Total distributions

(14,502,155)

(74,836,523)

Share transactions
Proceeds from sales of shares

56,737,784

227,446,380

Reinvestment of distributions

13,861,510

72,112,684

Cost of shares redeemed

(95,836,661)

(455,024,025)

Net increase (decrease) in net assets resulting from share transactions

(25,237,367)

(155,464,961)

Redemption fees

55,319

478,907

Total increase (decrease) in net assets

44,013,385

(707,325,232)

 

 

 

Net Assets

Beginning of period

290,400,718

997,725,950

End of period (including undistributed net investment income of $4,288,893 and undistributed net investment income of $14,374,041, respectively)

$ 334,414,103

$ 290,400,718

Other Information

Shares

Sold

2,623,183

5,322,842

Issued in reinvestment of distributions

825,090

1,552,480

Redeemed

(4,743,235)

(11,772,960)

Net increase (decrease)

(1,294,962)

(4,897,638)

Financial Highlights

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 20.75

$ 52.81

$ 36.58

$ 30.92

$ 24.44

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .35

.85

2.39 E

.50

.55

Net realized and unrealized gain (loss)

  6.29

(28.93)

14.60

7.94

6.12

Total from investment operations

  6.64

(28.08)

16.99

8.44

6.67

Distributions from net investment income

  (1.06)

(1.73)

(.29)

(.35)

(.22)

Distributions from net realized gain

  -

(2.28)

(.51)

(2.49)

-

Total distributions

  (1.06)

(4.01)

(.80)

(2.84)

(.22)

Redemption fees added to paid in capital B

  - G

.03

.04

.06

.03

Net asset value, end of period

$ 26.33

$ 20.75

$ 52.81

$ 36.58

$ 30.92

Total Return A

  34.90%

(57.32)%

47.38%

29.68%

27.56%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.15%

1.09%

1.06%

1.14%

1.17%

Expenses net of fee waivers, if any

  1.15%

1.09%

1.06%

1.14%

1.17%

Expenses net of all reductions

  1.12%

1.07%

1.03%

1.10%

1.13%

Net investment income (loss)

  1.71%

2.10%

5.37% E

1.49%

1.89%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 334,414

$ 290,401

$ 997,726

$ 348,482

$ 188,011

Portfolio turnover rate D

  107%

72%

62%

67%

76%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $1.62 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.72%. F Expense ratios reflect operating expenses of the Fund. 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 Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. G 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, 2009

1. Organization.

Fidelity Nordic Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 65,166,686

Gross unrealized depreciation

(20,643,176)

Net unrealized appreciation (depreciation)

$ 44,523,510

 

 

Tax Cost

$ 302,598,677

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,288,894

Capital loss carryforward

$ (223,837,280)

Net unrealized appreciation (depreciation)

$ 44,523,130

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 14,502,155

$ 43,670,192

Long-term Capital Gains

-

31,166,331

Total

$ 14,502,155

$ 74,836,523

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $294,801,885 and $320,229,558, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .32% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 29,001,000

.77%

$ 1,244

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,445 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $77,552 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 $6,718.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Pacific Basin

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Fidelity Pacific Basin Fund

55.77%

7.35%

2.22%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Pacific Basin Fund on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI All Country Pacific Index performed over the same period.


fid731

Annual Report

Pacific Basin

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Dale Nicholls, Portfolio Manager of Fidelity® Pacific Basin Fund: During the past year, the fund returned 55.77%, versus 37.32% for the MSCI All Country Pacific Index. Rewarding stock selection and an underweighting in Japan aided performance. Overweightings in China, Grand Cayman and Bermuda - in the latter two cases mostly because of Chinese companies - further bolstered results, as did stock selection in Hong Kong, India and Papua New Guinea. Conversely, stock picking in Singapore and Australia worked against us. Among sectors, stock selection contributed materially across a range of sectors, especially in information technology. Financials detracted due to weak stock picking and an underweighting. Japan-based Digital Garage was the fund's top contributor both in absolute terms and versus the index. The partial liquidation of one of the company's investments helped fuel the stock's gains. Other contributors included Australian REIT (real estate investment trust) Goodman Group, China State Construction International Holdings, Indonesian gas utility Perusahaan Gas Negara and Perfect World, a China-based online game developer. Conversely, Japanese consumer finance stock Promise fared poorly, as did Mitsui Sumitomo Insurance Group Holdings - also based in Japan - and Singapore-based Goodpack, a maker of cargo transportation products. Some holdings mentioned were not included in the MSCI index.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Pacific Basin

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Actual

1.06%

$ 1,000.00

$ 1,423.00

$ 6.47

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.86

$ 5.40

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Pacific Basin

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Japan

32.0%

 

fid265

Australia

14.3%

 

fid267

China

10.3%

 

fid269

Korea (South)

9.7%

 

fid271

Cayman Islands

5.8%

 

fid273

Hong Kong

5.2%

 

fid275

Taiwan

4.6%

 

fid277

India

4.0%

 

fid279

Bermuda

3.5%

 

fid281

Other

10.6%

 

fid743

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Japan

36.7%

 

fid265

Australia

11.0%

 

fid267

Korea (South)

8.4%

 

fid269

China

8.0%

 

fid271

Cayman Islands

5.7%

 

fid273

Singapore

5.5%

 

fid751

Taiwan

4.5%

 

fid277

Hong Kong

4.3%

 

fid279

India

3.8%

 

fid281

Other

12.1%

 

fid756

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.4

98.5

Short-Term Investments and Net Other Assets

0.6

1.5

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

ORIX Corp. (Japan, Consumer Finance)

3.2

2.0

Softbank Corp. (Japan, Wireless Telecommunication Services)

3.0

3.0

Digital Garage, Inc. (Japan, IT Services)

2.9

1.7

Ping An Insurance (Group) Co. of China, Ltd. (H Shares) (China, Insurance)

2.7

2.0

Origin Energy Ltd. (Australia, Oil, Gas & Consumable Fuels)

2.2

2.6

Goodman Group unit (Australia, Real Estate Investment Trusts)

2.2

0.0

MAp Group unit (Australia, Transportation Infrastructure)

2.2

1.5

PT Perusahaan Gas Negara Tbk Series B (Indonesia, Gas Utilities)

1.7

1.4

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

1.7

1.2

Goodpack Ltd. (Singapore, Air Freight & Logistics)

1.7

1.7

 

23.5

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

24.9

21.3

Financials

20.2

19.9

Industrials

16.6

17.4

Consumer Discretionary

13.2

15.1

Materials

7.8

7.6

Consumer Staples

4.2

4.7

Utilities

3.4

1.8

Telecommunication Services

3.3

3.0

Energy

3.3

5.9

Health Care

2.5

1.8

Annual Report

Pacific Basin

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 99.4%

Shares

Value

Australia - 14.3%

Aristocrat Leisure Ltd.

503,844

$ 2,010,778

Austal Ltd.

1,964,580

4,257,712

Brambles Ltd.

561,427

3,538,280

Energy Resources of Australia Ltd.

134,852

2,784,096

Goodman Group unit

25,119,265

13,464,719

Incitec Pivot Ltd.

1,840,154

4,291,058

ING Industrial Fund (e)

2,917,623

1,317,645

Iress Market Technology Ltd.

260,098

1,793,157

Macquarie Group Ltd.

98,818

4,326,380

MAp Group:

unit

4,752,569

12,084,972

unit (a)

478,550

1,235,889

Navitas Ltd.

1,755,729

5,843,000

Origin Energy Ltd.

948,845

13,600,844

Rio Tinto Ltd.

141,650

7,849,177

SEEK Ltd.

573,033

3,079,246

Wesfarmers Ltd.

224,843

5,608,717

TOTAL AUSTRALIA

87,085,670

Bermuda - 3.5%

AGTech Holdings Ltd. (a)

19,424,000

818,628

Huabao International Holdings Ltd.

3,730,000

3,557,972

Mingyuan Medicare Development Co. Ltd. (a)

23,430,000

2,922,179

Noble Group Ltd.

3,268,400

5,971,677

Paradise Entertainment Ltd. (a)

10,258,200

329,487

Peace Mark Holdings Ltd. (a)

18,955,750

24

Ports Design Ltd.

927,000

2,498,224

TPV Technology Ltd.

2,864,000

1,879,303

Vtech Holdings Ltd.

405,000

3,375,448

TOTAL BERMUDA

21,352,942

Cayman Islands - 5.8%

China Dongxiang Group Co. Ltd.

4,139,000

2,528,940

Ctrip.com International Ltd. sponsored ADR (a)

37,400

2,002,396

Daphne International Holdings Ltd.

3,308,000

2,500,160

JA Solar Holdings Co. Ltd. ADR (a)

515,789

1,975,472

Kingboard Chemical Holdings Ltd.

1,013,400

4,078,949

Kingdee International Software Group Co. Ltd.

25,848,928

5,580,294

Perfect World Co. Ltd. sponsored ADR Class B (a)(c)

200,275

8,814,103

Regent Pacific Group Ltd.

34,954,000

975,795

SinoCom Software Group Ltd.

15,226,000

1,694,147

Wasion Group Holdings Ltd.

2,788,000

2,318,543

Wuxi Pharmatech Cayman, Inc. sponsored ADR (a)

236,700

3,036,861

TOTAL CAYMAN ISLANDS

35,505,660

China - 10.3%

51job, Inc. sponsored ADR (a)

194,600

2,899,540

AMVIG Holdings Ltd.

5,316,000

2,315,273

Baidu.com, Inc. sponsored ADR (a)

8,400

3,174,528

 

Shares

Value

China Gas Holdings Ltd.

9,204,000

$ 3,688,726

China Metal Recycling (Holdings) Ltd.

1,294,200

1,849,621

China Resources Gas Group Ltd.

1,984,000

1,920,000

China Yurun Food Group Ltd.

1,474,000

3,029,591

Focus Media Holding Ltd. ADR (a)(c)

186,700

2,247,868

Global Bio-Chem Technology Group Co. Ltd.

11,554,000

2,812,326

Li Ning Co. Ltd.

688,500

1,868,010

Lianhua Supermarket Holdings Co. (H Shares)

1,251,000

2,679,750

Minth Group Ltd.

4,528,000

4,702,310

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

1,912,000

16,756,972

Royale Furniture Holdings Ltd.

12,247,962

1,804,842

Sinotrans Ltd. (H Shares)

8,895,000

2,331,479

Tencent Holdings Ltd.

343,600

5,983,118

Yantai Changyu Pioneer Wine Co. (B Shares)

342,000

2,514,117

TOTAL CHINA

62,578,071

Hong Kong - 5.2%

BOC Hong Kong Holdings Ltd.

882,000

2,030,314

China Resources Power Holdings Co. Ltd.

1,212,000

2,510,893

China State Construction International Holdings Ltd.

10,944,752

4,398,418

Industrial & Commercial Bank of China (Asia) Ltd.

861,664

2,003,781

Inspur International Ltd. (c)

25,720,000

3,681,257

PYI Corp. Ltd. (a)

28,483,617

1,299,972

REXCAPITAL Financial Holdings Ltd.

56,811,967

4,997,943

Shanghai Industrial Holdings Ltd.

449,000

2,109,343

Sino-Ocean Land Holdings Ltd.

1,618,500

1,574,025

Techtronic Industries Co. Ltd.

5,524,500

4,437,922

Tian An China Investments Co. Ltd.

4,527,800

2,785,694

Tian An China Investments Co. Ltd. warrants 1/2/10 (a)

396,800

499

TOTAL HONG KONG

31,830,061

India - 4.0%

Coromandel International Ltd.

269,038

1,232,682

Educomp Solutions Ltd.

158,035

2,663,390

Financial Technologies India Ltd.

81,800

2,027,795

Gateway Distriparks Ltd.

541,338

1,400,554

Geodesic Ltd.

776,765

1,832,812

INFO Edge India Ltd.

109,339

1,662,215

Lupin Ltd.

86,357

2,246,388

Max India Ltd. (a)

287,700

1,085,704

NIIT Ltd.

1,940,580

2,436,122

Rural Electrification Corp. Ltd.

445,489

1,873,640

Tata Steel Ltd.

404,739

4,003,635

United Spirits Ltd.

92,077

2,071,318

TOTAL INDIA

24,536,255

Common Stocks - continued

Shares

Value

Indonesia - 3.0%

PT Bank Rakyat Indonesia Tbk

3,263,000

$ 2,374,476

PT Ciputra Development Tbk (a)

43,552,500

2,815,317

PT Kalbe Farma Tbk

23,357,500

2,929,383

PT Perusahaan Gas Negara Tbk Series B

27,855,740

10,364,668

TOTAL INDONESIA

18,483,844

Japan - 32.0%

Ai Holdings Corp.

896,200

3,152,571

Chiyoda Corp.

535,000

3,892,971

Credit Saison Co. Ltd.

350,900

3,922,930

Digital Garage, Inc. (c)

9,261

17,887,678

FreeBit Co., Ltd. (c)

440

2,065,630

Fuji Fire & Marine Insurance Co. Ltd. (a)

733,000

839,255

Fujifilm Holdings Corp.

131,000

3,724,443

Fujitsu Ltd.

664,000

3,910,380

H.I.S. Co. Ltd.

87,200

1,874,241

Hamakyorex Co. Ltd.

91,100

2,205,017

Haseko Corp. (a)

1,681,500

1,290,722

Hikari Tsushin, Inc.

61,100

1,146,335

Inpex Corp.

472

3,854,717

Internet Initiative Japan, Inc. (c)

2,129

4,802,549

ISE Chemical Corp. (c)

456,000

2,953,637

Japan Excellent, Inc.

1,143

5,365,721

Kenedix Realty Investment Corp.

1,561

4,477,046

Kirin Holdings Co. Ltd.

304,000

4,962,493

Micronics Japan Co. Ltd.

253,800

4,014,422

Mitsui Sumitomo Insurance Group Holdings, Inc.

357,700

8,327,017

New City Residence Investment Corp. (a)

1,766

1,495,930

Nippon Seiki Co. Ltd.

559,000

5,870,650

Nishimatsu Construction Co. Ltd.

1,899,000

2,887,817

Nitta Corp.

338,200

4,934,865

Nittoku Engineering Co. Ltd.

506,900

3,214,029

Nomura Holdings, Inc.

761,100

5,364,702

NTT Urban Development Co.

3,259

2,618,232

ORIX Corp.

298,090

19,256,141

Promise Co. Ltd. (c)

744,150

4,730,393

Rakuten, Inc.

4,904

3,358,698

Sankyo Seiko Co. Ltd.

613,300

1,645,424

Sega Sammy Holdings, Inc.

278,800

3,958,744

SHO-BOND Holdings Co. Ltd.

128,800

2,252,933

Softbank Corp.

774,200

18,244,151

Start Today Co. Ltd.

1,110

2,204,875

Sumitomo Mitsui Financial Group, Inc.

253,000

8,599,978

Take & Give Needs Co. Ltd. (a)(c)

21,443

2,767,013

Tokyo Ohka Kogyo Co. Ltd.

139,700

2,691,686

Tokyo Tatemono Co. Ltd.

629,000

2,999,391

Toshiba Corp.

878,000

5,018,352

Yamato Kogyo Co. Ltd.

165,600

4,969,924

Zeon Corp.

277,000

1,259,234

TOTAL JAPAN

195,012,937

 

Shares

Value

Korea (South) - 9.7%

Daewoo International Corp.

113,580

$ 3,090,911

Daou Technology, Inc.

930,350

5,743,571

DC Chemical Co. Ltd.

9,655

1,690,002

eSang Networks Co. Ltd.

130,755

728,408

Hyundai Motor Co.

33,017

2,983,811

Infopia Co. Ltd.

208,686

1,887,110

Interpark Corp. (a)

467,633

2,382,286

Jinsung T.E.C. Co. Ltd.

473,599

2,783,938

Jusung Engineering Co. Ltd. (a)

46,676

531,516

Kyeryong Construction Industrial Co. Ltd.

76,000

1,410,604

NHN Corp. (a)

54,258

7,973,174

Plantynet Co. Ltd.

320,785

1,034,134

Power Logics Co. Ltd. (a)

151,263

1,191,765

Samsung Electronics Co. Ltd.

17,285

10,362,828

Samsung SDI Co. Ltd.

24,263

2,759,775

SFA Engineering Corp.

84,925

2,662,907

Sodiff Advanced Materials Co. Ltd.

31,336

2,165,871

The Basic House Co. Ltd. (a)

653,761

3,263,979

TK Corp.

150,143

4,226,602

TOTAL KOREA (SOUTH)

58,873,192

Malaysia - 1.1%

IJM Corp. Bhd

1,637,580

2,284,160

IJM Land Bhd warrants 9/11/13 (a)

116,970

38,709

JobStreet Corp. Bhd

6,606,750

2,614,273

Muhibbah Engineering (M) Bhd

1,414,100

477,584

Parkson Holdings Bhd

748,213

1,110,105

TOTAL MALAYSIA

6,524,831

Netherlands - 0.5%

James Hardie Industries NV unit (a)

435,042

2,756,358

Philippines - 1.4%

Alliance Global Group, Inc. (a)

27,720,542

2,510,760

DMCI Holdings, Inc.

18,512,500

3,782,438

PNOC Energy Development Corp.

26,317,500

2,328,246

TOTAL PHILIPPINES

8,621,444

Singapore - 3.0%

CSE Global Ltd.

7,480,500

4,220,124

Goodpack Ltd.

11,169,000

10,090,481

Pertama Holdings Ltd.

9,990,000

2,624,165

Raffles Education Corp. Ltd.

3,467,703

1,217,172

Tat Hong Holdings Ltd. warrants 8/2/13 (a)

125,700

10,566

TOTAL SINGAPORE

18,162,508

Taiwan - 4.6%

104 Corp.

479,000

1,148,826

Apex Biotechnology Corp.

929,200

1,602,148

Chroma ATE, Inc.

729,000

1,392,578

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,756,243

6,853,194

Lite-On Technology Corp.

2,154,000

2,826,348

Common Stocks - continued

Shares

Value

Taiwan - continued

MediaTek, Inc.

285,000

$ 3,973,950

Powertech Technology, Inc.

1,250,865

3,411,352

Prime View International Co. Ltd.

934,000

1,516,178

Taiwan Fertilizer Co. Ltd.

554,000

1,713,457

Taiwan Semiconductor Manufacturing Co. Ltd.

2,016,484

3,644,229

TOTAL TAIWAN

28,082,260

Thailand - 1.0%

Asian Property Development PCL (For. Reg.)

1,656,800

272,787

Central Pattana PCL (For. Reg.)

3,904,900

2,491,350

Minor International PCL (For. Reg.)

4,519,200

1,421,708

Siam Commercial Bank PCL (For. Reg.)

922,152

2,094,431

TOTAL THAILAND

6,280,276

TOTAL COMMON STOCKS

(Cost $559,806,746)

605,686,309

Money Market Funds - 2.8%

Shares

Value

Fidelity Cash Central Fund, 0.20% (d)

2,970,111

$ 2,970,111

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

13,739,123

13,739,123

TOTAL MONEY MARKET FUNDS

(Cost $16,709,234)

16,709,234

TOTAL INVESTMENT PORTFOLIO - 102.2%

(Cost $576,515,980)

622,395,543

NET OTHER ASSETS - (2.2)%

(13,186,278)

NET ASSETS - 100%

$ 609,209,265

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(e) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 46,544

Fidelity Securities Lending Cash Central Fund

490,355

Total

$ 536,899

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 195,012,937

$ -

$ 193,517,007

$ 1,495,930

Australia

87,085,670

1,235,889

85,849,781

-

China

62,578,071

8,321,936

52,336,135

1,920,000

Korea (South)

58,873,192

-

58,873,192

-

Cayman Islands

35,505,660

15,828,832

19,676,828

-

Hong Kong

31,830,061

-

31,830,061

-

Taiwan

28,082,260

-

28,082,260

-

India

24,536,255

-

24,536,255

-

Bermuda

21,352,942

-

21,352,918

24

Other

60,829,261

8,621,444

52,207,817

-

Money Market Funds

16,709,234

16,709,234

-

-

Total Investments in Securities:

$ 622,395,543

$ 50,717,335

$ 568,262,254

$ 3,415,954

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 926,002

Total Realized Gain (Loss)

(3,396,911)

Total Unrealized Gain (Loss)

6,129,290

Cost of Purchases

2,040,294

Proceeds of Sales

(2,460,993)

Amortization/Accretion

-

Transfers in/out of Level 3

178,272

Ending Balance

$ 3,415,954

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 1,852,009

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $125,566,464 of which $907,460 and $124,659,004 will expire on
October 31, 2016 and 2017, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Pacific Basin

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $12,879,610) - See accompanying schedule:

Unaffiliated issuers (cost $559,806,746)

$ 605,686,309

 

Fidelity Central Funds (cost $16,709,234)

16,709,234

 

Total Investments (cost $576,515,980)

 

$ 622,395,543

Receivable for investments sold

5,179,776

Receivable for fund shares sold

593,671

Dividends receivable

1,041,272

Distributions receivable from Fidelity Central Funds

26,695

Prepaid expenses

3,623

Other receivables

127,653

Total assets

629,368,233

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 3,344,864

Delayed delivery

1,282,330

Payable for fund shares redeemed

883,610

Accrued management fee

371,722

Other affiliated payables

171,082

Other payables and accrued expenses

366,237

Collateral on securities loaned, at value

13,739,123

Total liabilities

20,158,968

 

 

 

Net Assets

$ 609,209,265

Net Assets consist of:

 

Paid in capital

$ 684,509,129

Undistributed net investment income

3,855,931

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(124,856,952)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

45,701,157

Net Assets, for 30,641,256 shares outstanding

$ 609,209,265

Net Asset Value, offering price and redemption price per share ($609,209,265 ÷ 30,641,256 shares)

$ 19.88

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends

 

$ 9,952,491

Interest

 

6,749

Income from Fidelity Central Funds

 

536,899

 

 

10,496,139

Less foreign taxes withheld

 

(616,754)

Total income

 

9,879,385

 

 

 

Expenses

Management fee
Basic fee

$ 3,262,474

Performance adjustment

(1,187,370)

Transfer agent fees

1,382,859

Accounting and security lending fees

237,791

Custodian fees and expenses

288,810

Independent trustees' compensation

3,122

Registration fees

32,016

Audit

96,816

Legal

3,810

Miscellaneous

9,461

Total expenses before reductions

4,129,789

Expense reductions

(208,310)

3,921,479

Net investment income (loss)

5,957,906

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(115,356,851)

Foreign currency transactions

16,090

Total net realized gain (loss)

 

(115,340,761)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $236,131)

316,832,567

Assets and liabilities in foreign currencies

(32,399)

Total change in net unrealized appreciation (depreciation)

 

316,800,168

Net gain (loss)

201,459,407

Net increase (decrease) in net assets resulting from operations

$ 207,417,313

See accompanying notes which are an integral part of the financial statements.

Annual Report

Pacific Basin
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,957,906

$ 7,763,363

Net realized gain (loss)

(115,340,761)

(6,703,947)

Change in net unrealized appreciation (depreciation)

316,800,168

(697,749,347)

Net increase (decrease) in net assets resulting from operations

207,417,313

(696,689,931)

Distributions to shareholders from net investment income

(2,101,108)

(7,436,752)

Distributions to shareholders from net realized gain

-

(131,157,223)

Total distributions

(2,101,108)

(138,593,975)

Share transactions
Proceeds from sales of shares

122,196,818

164,409,234

Reinvestment of distributions

1,925,373

127,229,315

Cost of shares redeemed

(112,858,887)

(330,830,316)

Net increase (decrease) in net assets resulting from share transactions

11,263,304

(39,191,767)

Redemption fees

236,555

355,373

Total increase (decrease) in net assets

216,816,064

(874,120,300)

 

 

 

Net Assets

Beginning of period

392,393,201

1,266,513,501

End of period (including undistributed net investment income of $3,855,931 and undistributed net investment income of $197,805, respectively)

$ 609,209,265

$ 392,393,201

Other Information

Shares

Sold

7,310,963

6,162,028

Issued in reinvestment of distributions

166,843

4,129,481

Redeemed

(7,402,907)

(13,662,317)

Net increase (decrease)

74,899

(3,370,808)

Financial Highlights

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 12.84

$ 37.32

$ 27.36

$ 22.42

$ 17.91

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .20

.22

.22

.16

.22 E

Net realized and unrealized gain (loss)

  6.90

(20.61)

12.16

5.26

4.49

Total from investment operations

  7.10

(20.39)

12.38

5.42

4.71

Distributions from net investment income

  (.07)

(.22)

(.16)

(.18)

(.08)

Distributions from net realized gain

  -

(3.88)

(2.27)

(.32)

(.13)

Total distributions

  (.07)

(4.10)

(2.43)

(.50)

(.21)

Redemption fees added to paid in capital B

  .01

.01

.01

.02

.01

Net asset value, end of period

$ 19.88

$ 12.84

$ 37.32

$ 27.36

$ 22.42

Total Return A

  55.77%

(61.02)%

48.86%

24.55%

26.62%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .90%

1.22%

1.19%

1.14%

1.10%

Expenses net of fee waivers, if any

  .90%

1.22%

1.19%

1.14%

1.10%

Expenses net of all reductions

  .85%

1.17%

1.13%

1.08%

1.05%

Net investment income (loss)

  1.30%

.89%

.71%

.60%

1.09% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 609,209

$ 392,393

$ 1,266,514

$ 972,805

$ 648,850

Portfolio turnover rate D

  91%

73%

91%

75%

78%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.05 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .84%. F Expense ratios reflect operating expenses of the Fund. 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 Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Pacific Basin Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 128,340,148

Gross unrealized depreciation

(103,193,427)

Net unrealized appreciation (depreciation)

$ 25,146,721

 

 

Tax Cost

$ 597,248,822

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 25,298,590

Capital loss carryforward

$ (125,566,464)

Net unrealized appreciation (depreciation)

$ 25,196,721

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 2,101,108

$ 7,436,752

Long-term Capital Gains

-

131,157,223

Total

$ 2,101,108

$ 138,593,975

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

4. Operating Policies.

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.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $430,858,830 and $410,489,296, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. 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 Fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .45% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .30% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,257 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $490,355.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $208,262 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 $48.

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Southeast Asia

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Southeast Asia

31.08%

14.16%

9.26%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Southeast Asia, a class of the fund, on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the MSCI AC Far East ex Japan Index performed over the same period.


fid758

Annual Report

Southeast Asia

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. The MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Jessica Tan, Portfolio Manager of Fidelity® Southeast Asia Fund during most of the period covered by this report: During the past year, the fund's Retail Class shares returned 31.08%, versus 65.23% for the MSCI AC (All Country) Far East ex Japan Index. My defensive positioning - especially an overweighting and weak stock picking in telecommunication services - hurt performance in a rebounding market. An underweighting and weak picks in financials also detracted, as did stock picking in most other sectors. Most of the largest detractors were based in China, South Korea and Hong Kong. Our cash position also undermined results. Two telecom services operators, Taiwan-based Chunghwa Telecom and Korea's SK Telecom, detracted. Both outperformed toward the end of 2008 but struggled later, as did Hong Kong-based telecoms China Unicom and PCCW as well as utility Hong Kong Electric Holdings. A small out-of-index stake in outdoor/Internet advertising company Focus Media Holdings faltered due to a slowdown in ad spending. Most of the detractors I've mentioned were sold by period end. Conversely, a large underweighting in semiconductors/semiconductor equipment helped, as did security selection in health care. The top relative contributor was wireless provider Hutchison Telecom International. Our out-of-index position in Thailand-based Siam City Bank further contributed, as did Taiwanese broker Yuanta Financial Holding.

Note to shareholders: Colin Chickles became Portfolio Manager of Fidelity Southeast Asia Fund on October 1, 2009.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Southeast Asia

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees 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 actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2009 to October 31, 2009) for Southeast Asia and for the entire period (June 26, 2009 to October 31, 2009) for Class F. The hypothetical expense example is based on an investment of $1,000 invested at the beginning of the period and held for the one-half year period (May 1, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2009

Expenses Paid
During Period

Southeast Asia

.91%

 

 

 

Actual

 

$ 1,000.00

$ 1,226.60

$ 5.11 B

Hypothetical A

 

$ 1,000.00

$ 1,020.62

$ 4.63 C

Class F

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,102.90

$ 3.06 B

Hypothetical A

 

$ 1,000.00

$ 1,021.02

$ 4.23 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Southeat Asia and multiplied by 128/365 (to reflect the period June 26, 2009 to October 31, 2009) for Class F.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Southeast Asia

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Korea (South)

21.5%

 

fid265

China

18.9%

 

fid267

Hong Kong

17.3%

 

fid269

Taiwan

15.8%

 

fid271

Singapore

5.5%

 

fid273

Cayman Islands

4.4%

 

fid275

Thailand

3.8%

 

fid277

Malaysia

3.6%

 

fid279

Indonesia

3.3%

 

fid769

Other

5.9%

 

fid771

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Hong Kong

22.8%

 

fid265

Korea (South)

18.9%

 

fid267

China

16.6%

 

fid269

Taiwan

15.1%

 

fid271

Singapore

6.5%

 

fid273

Thailand

5.8%

 

fid275

United States of America

5.1%

 

fid277

Malaysia

3.4%

 

fid279

Australia

2.7%

 

fid281

Other

3.1%

 

fid783

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks, Investment Companies and Equity Futures

98.8

94.9

Bonds

0.0

0.0*

Short-Term Investments and Net Other Assets

1.2

5.1

* Amount represents less than 0.1%

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

5.0

0.0

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

3.7

2.6

Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan, Semiconductors & Semiconductor Equipment)

3.0

2.3

China Construction Bank Corp.
(H Shares) (China, Commercial Banks)

3.0

0.0

Industrial & Commercial Bank of China Ltd. (China, Commercial Banks)

2.5

1.3

China Life Insurance Co. Ltd.
(H Shares) (China, Insurance)

2.2

3.4

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Taiwan, Electronic Equipment & Components)

2.2

0.3

CNOOC Ltd. (Hong Kong, Oil, Gas & Consumable Fuels)

2.0

1.3

Hyundai Motor Co. (Korea (South), Automobiles)

1.5

0.0

Oversea-Chinese Banking Corp. Ltd. (Singapore, Commercial Banks)

1.5

0.6

 

26.6

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

34.5

23.4

Information Technology

20.3

8.2

Industrials

9.1

10.4

Telecommunication Services

7.4

20.4

Energy

6.9

6.0

Materials

5.9

3.6

Consumer Discretionary

5.9

4.2

Utilities

4.1

6.1

Consumer Staples

3.8

10.0

Health Care

0.9

1.2

Annual Report

Southeast Asia

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

Australia - 0.2%

BlueScope Steel Ltd.

1,528,662

$ 4,049,850

Newcrest Mining Ltd.

1,204

34,597

TOTAL AUSTRALIA

4,084,447

Bermuda - 0.7%

Noble Group Ltd.

4,481,000

8,187,212

Orient Overseas International Ltd.

949,500

4,632,754

TOTAL BERMUDA

12,819,966

Canada - 0.3%

Niko Resources Ltd.

51,900

4,198,587

Cayman Islands - 4.4%

Agile Property Holdings Ltd.

4,220,000

5,401,361

Belle International Holdings Ltd.

5,750,000

5,805,495

Bosideng International Holdings Ltd.

4,866,000

862,919

Central China Real Estate Ltd.

7,884,000

2,139,970

Chaoda Modern Agriculture (Holdings) Ltd.

9,694,000

7,490,229

China High Speed Transmission Equipment Group Co. Ltd.

301,000

603,668

China Shineway Pharmaceutical Group Ltd.

1,209,000

1,688,919

Hengan International Group Co. Ltd.

2,003,000

12,894,022

Hengdeli Holdings Ltd.

10,532,000

3,429,381

Hidili Industry International Development Ltd. (a)

2,198,000

2,249,374

Ju Teng International Holdings Ltd.

5,505,000

4,359,292

Kingboard Chemical Holdings Ltd.

1,462,500

5,886,583

Mindray Medical International Ltd. sponsored ADR (c)

138,200

4,246,886

TCC International Holdings Ltd. (a)

3,224,000

1,301,552

Trina Solar Ltd. ADR (a)(c)

83,500

2,712,080

Vinda International Holdings Ltd.

4,817,000

3,093,960

Wuxi Pharmatech Cayman, Inc. sponsored ADR (a)

167,200

2,145,176

Xinao Gas Holdings Ltd.

4,752,000

10,171,381

TOTAL CAYMAN ISLANDS

76,482,248

China - 18.9%

Bank of China (H Shares)

10,981,000

6,370,147

Bank of Communications Co. Ltd.
(H Shares)

10,019,000

11,979,876

Beijing Capital Land Ltd. (H Shares)

11,552,000

4,844,243

China Construction Bank Corp.
(H Shares)

60,185,000

51,888,733

China Cosco Holdings Co. Ltd.
(H Shares)

6,389,500

7,875,294

China Life Insurance Co. Ltd. (H Shares)

8,458,000

38,889,504

China Merchants Bank Co. Ltd.
(H Shares)

7,703,000

19,707,415

China Oilfield Services Ltd. (H Shares)

5,648,000

6,102,913

China Petroleum & Chemical Corp.
(H Shares)

27,616,000

23,420,960

China Resources Gas Group Ltd.

1,908,000

1,846,452

 

Shares

Value

China Yurun Food Group Ltd.

3,428,000

$ 7,045,751

Dalian Port (PDA) Co. Ltd. (H Shares)

21,632,000

7,851,620

Dongfeng Motor Group Co. Ltd.
(H Shares)

6,976,000

8,294,196

Huadian Power International Corp. Ltd. (H shares) (a)

15,296,000

4,228,456

Huaneng Power International, Inc.
(H Shares)

21,858,000

13,952,888

Industrial & Commercial Bank of China Ltd.

54,952,000

43,721,762

Jiangxi Copper Co. Ltd. (H Shares) (c)

2,904,000

6,579,892

Maanshan Iron & Steel Co. Ltd.
(H Shares) (a)(c)

10,362,000

6,237,956

Minth Group Ltd.

1,258,000

1,306,428

NetEase.com, Inc. sponsored ADR (a)

97,400

3,761,588

PetroChina Co. Ltd. (H Shares)

10,424,000

12,543,326

Shenzhou International Group Holdings Ltd.

3,685,000

3,929,805

Tencent Holdings Ltd.

1,130,700

19,688,915

Weichai Power Co. Ltd. (H Shares)

1,390,000

9,073,949

Yanzhou Coal Mining Co. Ltd.
(H Shares)

4,988,000

7,711,460

TOTAL CHINA

328,853,529

Hong Kong - 17.3%

ASM Pacific Technology Ltd.

503,100

3,911,270

BOC Hong Kong Holdings Ltd.

8,213,500

18,907,007

Cheung Kong Holdings Ltd.

663,000

8,414,546

China Agri-Industries Holding Ltd.

4,932,000

4,730,742

China Insurance International Holdings Co. Ltd. (a)

2,381,000

8,391,947

China Mobile (Hong Kong) Ltd.

6,913,300

64,809,909

China Resources Power Holdings Co. Ltd.

7,741,116

16,037,224

CNOOC Ltd.

23,286,000

34,874,855

CNPC (Hong Kong) Ltd.

11,310,000

11,940,130

Guangdong Investment Ltd.

11,754,000

6,142,763

Henderson Land Development Co. Ltd.

1,473,000

10,413,922

Hong Kong Land Holdings Ltd.

1,272,000

6,004,618

Lenovo Group Ltd.

15,152,000

8,436,766

Link (REIT)

6,835,500

15,393,897

Midland Holdings Ltd.

2,652,000

2,260,804

New World Development Co. Ltd.

4,039,000

8,693,944

Sa Sa International Holdings Ltd.

4,102,000

2,039,817

Shanghai Industrial Holdings Ltd.
(H Shares)

1,703,000

8,000,471

Singamas Container Holdings Ltd.

12,324,000

2,338,941

Sino Land Co.

2,680,000

5,097,408

Sino-Ocean Land Holdings Ltd.

6,889,000

6,699,696

Sinotruk Hong Kong Ltd.

3,644,000

4,333,028

Swire Pacific Ltd. (A Shares)

1,299,500

15,836,730

Tingyi (Cayman Island) Holding Corp.

5,346,000

11,928,494

Wharf Holdings Ltd.

2,915,000

15,750,491

TOTAL HONG KONG

301,389,420

Common Stocks - continued

Shares

Value

India - 1.4%

Bank of Baroda

226,815

$ 2,450,863

Bharti Airtel Ltd.

946,763

5,857,352

Ess Dee Aluminium Ltd. (a)

188,523

1,476,442

JSW Steel Ltd.

117,325

1,860,502

Patni Computer Systems Ltd.

288,338

2,701,295

Tata Consultancy Services Ltd.

292,215

3,888,290

Tata Steel Ltd.

296,277

2,930,740

Union Bank of India

505,000

2,799,073

TOTAL INDIA

23,964,557

Indonesia - 3.3%

BISI International Tbk PT (a)

5,091,500

890,498

PT Astra International Tbk

2,600,000

8,364,968

PT Bank Mandiri Persero Tbk

24,342,500

11,680,860

PT Bank Rakyat Indonesia Tbk

16,441,000

11,964,068

PT Perusahaan Perkebunan London Sumatra Indonesia Tbk

3,243,500

2,586,153

PT Telkomunikasi Indonesia Tbk Series B

17,672,000

15,217,604

PT United Tractors Tbk

4,322,500

6,627,464

TOTAL INDONESIA

57,331,615

Korea (South) - 21.5%

Busan Bank

824,920

9,319,506

Cheil Worldwide, Inc.

13,024

3,331,583

CJ Corp.

169,860

6,767,721

Daehan Steel Co. Ltd.

180,000

1,962,224

Daelim Industrial Co.

78,719

4,977,332

Doosan Co. Ltd.

54,457

3,762,605

Duksan Hi-Metal Co. Ltd. (a)

142,060

1,932,784

GS Engineering & Construction Corp.

75,606

6,605,751

Hanwha Corp.

126,320

4,021,763

Hynix Semiconductor, Inc. (a)

671,360

9,930,832

Hyundai Department Store Co. Ltd.

83,737

7,974,675

Hyundai Engineering & Construction Co. Ltd.

207,250

11,400,097

Hyundai H&S Co. Ltd.

34,490

2,439,544

Hyundai Motor Co.

296,533

26,798,271

Hyundai Steel Co.

108,565

6,871,431

Industrial Bank of Korea (a)

774,580

9,349,377

KCC Corp.

14,976

4,301,389

Kia Motors Corp. (a)

668,110

9,887,418

Korea Exchange Bank

975,940

11,049,994

Korea Gas Corp.

164,662

6,922,297

KT&G Corp.

221,896

12,875,328

LG Corp.

178,695

10,086,532

LG Dacom Corp.

562,360

8,848,435

LG Home Shopping, Inc.

25,324

1,703,794

LG Innotek Co. Ltd.

36,623

3,295,777

LG Telecom Ltd.

1,538,590

11,485,218

NHN Corp. (a)

73,858

10,853,380

Nong Shim Co. Ltd.

22,123

4,380,600

ON*Media Corp. (a)

836,040

2,347,828

POSCO

48,921

20,199,894

 

Shares

Value

Samsung C&T Corp.

205,976

$ 8,352,645

Samsung Electronics Co. Ltd.

145,784

87,401,474

Samsung Fire & Marine Insurance Co. Ltd.

73,177

13,274,791

Shinhan Financial Group Co. Ltd. (a)

674,977

25,515,389

STX Pan Ocean Co. Ltd. (Korea)

295,000

2,678,250

TOTAL KOREA (SOUTH)

372,905,929

Malaysia - 3.6%

Bumiputra-Commerce Holdings Bhd

3,255,100

11,809,293

Genting Malaysia Bhd

8,484,900

6,777,348

KLCC Property Holdings Bhd

5,090,200

4,862,560

Lafarge Malayan Cement Bhd

804,500

1,419,687

Malayan Banking Bhd

6,409,500

12,413,246

PLUS Expressways Bhd

10,645,900

10,261,778

Tenaga Nasional BHD

4,885,000

11,973,252

Top Glove Corp. Bhd

936,900

2,232,040

TOTAL MALAYSIA

61,749,204

Philippines - 0.6%

Ayala Land, Inc.

20,129,300

4,451,978

Bank of the Philippine Islands (BPI)

4,210,500

4,168,373

Megaworld Corp.

62,474,000

2,026,539

TOTAL PHILIPPINES

10,646,890

Singapore - 5.5%

Ascendas Real Estate Investment Trust (A-REIT)

6,417,000

8,338,642

City Developments Ltd.

1,096,000

7,676,933

Jardine Cycle & Carriage Ltd.

330,000

5,417,972

Keppel Corp. Ltd.

2,513,000

14,438,834

MobileOne Ltd.

4,396,000

5,436,836

Oversea-Chinese Banking Corp. Ltd.

4,924,406

26,530,407

Parkway Holdings Ltd.

1,958,000

3,490,280

Raffles Medical Group Ltd.

1,669,000

1,573,935

SembCorp Industries Ltd.

3,110,000

7,325,700

Singapore Exchange Ltd.

1,274,000

7,217,715

Wing Tai Holdings Ltd.

2,990,000

3,499,345

Yanlord Land Group Ltd.

2,809,000

4,493,674

TOTAL SINGAPORE

95,440,273

Taiwan - 15.8%

Advanced Semiconductor Engineering, Inc.

8,634,000

6,779,384

AU Optronics Corp.

16,965,460

14,987,958

Catcher Technology Co. Ltd.

502,800

1,212,619

China Steel Corp.

16,628,859

14,708,609

Chinatrust Financial Holding Co. Ltd.

18,001,334

10,772,508

Compal Electronics, Inc.

8,532,000

10,626,883

Coretronic Corp.

5,716,000

6,235,129

Formosa Plastics Corp.

9,530,000

18,211,062

Fubon Financial Holding Co. Ltd. (a)

13,640,000

15,078,806

Hon Hai Precision Industry Co. Ltd. (Foxconn)

9,622,350

37,548,240

Huaku Development Co. Ltd.

1,721,500

4,067,074

Common Stocks - continued

Shares

Value

Taiwan - continued

Hung Poo Real Estate Development Co. Ltd.

1,310,447

$ 1,883,816

Kinsus Interconnect Technology Corp.

1,342,000

3,351,566

Lite-On Technology Corp.

4,586,000

6,017,471

Macronix International Co. Ltd.

12,358,000

6,240,804

MediaTek, Inc.

990,000

13,804,249

Novatek Microelectronics Corp.

1,429,000

3,211,881

Quanta Computer, Inc.

5,151,000

9,707,561

Silitech Technology Corp.

960,000

2,977,218

Taiwan Mobile Co. Ltd.

7,990,000

14,236,304

Taiwan Semiconductor Manufacturing Co. Ltd.

29,360,192

53,060,305

Tripod Technology Corp.

1,290,000

3,215,860

Unimicron Technology Corp.

2,849,000

3,238,511

Wistron Corp.

4,093,000

6,826,358

Yuanta Financial Holding Co. Ltd.

9,865,000

6,485,863

TOTAL TAIWAN

274,486,039

Thailand - 3.8%

Bangkok Bank Ltd. PCL:

NVDR

2,331,000

7,712,862

(For. Reg.)

440,900

1,479,884

Banpu PCL:

unit

602,600

7,776,181

(For. Reg.)

77,500

1,001,752

Big C Supercenter PCL unit

690,705

864,846

Kasikornbank PCL (For. Reg.)

1,413,000

3,428,029

National Finance PCL (For. Reg.)

8,649,200

5,009,648

Preuksa Real Estate PCL (For. Reg.)

3,937,800

1,806,106

PTT Chemical PCL

1,327,400

2,439,197

PTT PCL (For. Reg.)

1,440,900

10,167,405

Quality Houses PCL

40,166,000

2,952,321

Siam Cement PCL (For. Reg.)

1,220,600

7,568,100

Siam Commercial Bank PCL (For. Reg.)

3,563,200

8,092,891

TICON Industrial Connection PCL

1,149,250

332,941

 

Shares

Value

TICON Industrial Connection PCL (For. Reg.)

5,746,250

$ 1,647,230

Total Access Communication PCL unit

3,349,400

3,867,032

TOTAL THAILAND

66,146,425

United Kingdom - 1.5%

HSBC Holdings PLC (Hong Kong) (Reg.)

1,347,200

14,877,196

Standard Chartered PLC (Hong Kong)

462,050

11,538,343

TOTAL UNITED KINGDOM

26,415,539

TOTAL COMMON STOCKS

(Cost $1,678,359,617)

1,716,914,668

Money Market Funds - 1.1%

 

 

 

 

Fidelity Cash Central Fund, 0.20% (d)

12,886,386

12,886,386

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(d)

7,169,250

7,169,250

TOTAL MONEY MARKET FUNDS

(Cost $20,055,636)

20,055,636

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $1,698,415,253)

1,736,970,304

NET OTHER ASSETS - 0.1%

1,570,599

NET ASSETS - 100%

$ 1,738,540,903

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 720,681

Fidelity Securities Lending Cash Central Fund

62,584

Total

$ 783,265

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value, end of period

104 Corp.

$ 3,267,485

$ 2,257,035

$ 5,869,836

$ 231,671

$ -

Total

$ 3,267,485

$ 2,257,035

$ 5,869,836

$ 231,671

$ -

Other Information

The following is a summary of the inputs used, as of October 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Korea (South)

$ 372,905,929

$ -

$ 372,905,929

$ -

China

328,853,529

3,761,588

323,245,489

1,846,452

Hong Kong

301,389,420

-

301,389,420

-

Taiwan

274,486,039

-

274,486,039

-

Singapore

95,440,273

-

95,440,273

-

Cayman Islands

76,482,248

9,104,142

67,378,106

-

Thailand

66,146,425

-

66,146,425

-

Malaysia

61,749,204

-

61,749,204

-

Indonesia

57,331,615

-

57,331,615

-

Other

82,129,986

14,845,477

67,284,509

-

Money Market Funds

20,055,636

20,055,636

-

-

Total Investments in Securities:

$ 1,736,970,304

$ 47,766,843

$ 1,687,357,009

$ 1,846,452

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 39,436,680

Total Realized Gain (Loss)

(68,544,405)

Total Unrealized Gain (Loss)

56,850,449

Cost of Purchases

11,990,932

Proceeds of Sales

(37,887,204)

Amortization/Accretion

-

Transfers in/out of Level 3

-

Ending Balance

$ 1,846,452

The change in unrealized gain (loss) attributable to Level 3 securities at October 31, 2009

$ 152,981

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $529,066,735 all of which will expire on October 31, 2017.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Southeast Asia

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

Assets

Investment in securities, at value (including securities loaned of $6,812,967) - See accompanying schedule:

Unaffiliated issuers (cost $1,678,359,617)

$ 1,716,914,668

 

Fidelity Central Funds (cost $20,055,636)

20,055,636

 

Total Investments (cost $1,698,415,253)

 

$ 1,736,970,304

Foreign currency held at value (cost $4,160,159)

4,160,164

Receivable for investments sold

25,333,601

Receivable for fund shares sold

3,557,243

Dividends receivable

578,035

Distributions receivable from Fidelity Central Funds

6,464

Prepaid expenses

10,889

Other receivables

1,004,179

Total assets

1,771,620,879

 

 

 

Liabilities

Payable for investments purchased

$ 21,168,309

Payable for fund shares redeemed

3,372,717

Accrued management fee

663,127

Other affiliated payables

492,620

Other payables and accrued expenses

213,953

Collateral on securities loaned, at value

7,169,250

Total liabilities

33,079,976

 

 

 

Net Assets

$ 1,738,540,903

Net Assets consist of:

 

Paid in capital

$ 2,195,754,509

Undistributed net investment income

29,331,095

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(525,082,506)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

38,537,805

Net Assets

$ 1,738,540,903

Statement of Assets and Liabilities - continued

 

October 31, 2009

Southeast Asia:
Net Asset Value
, offering price and redemption price per share ($1,736,851,563 ÷ 72,430,407 shares)

$ 23.98

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($1,689,340 ÷ 70,391 shares)

$ 24.00

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

 

Year ended October 31, 2009

Investment Income

 

 

Dividends (including $231,671 earned from other affiliated issuers)

 

$ 53,562,248

Special dividends

 

12,281,415

Interest

 

1,705

Income from Fidelity Central Funds

 

783,265

 

 

66,628,633

Less foreign taxes withheld

 

(4,820,943)

Total income

 

61,807,690

Expenses

Management fee
Basic fee

$ 11,438,307

Performance adjustment

147,644

Transfer agent fees

4,901,080

Accounting and security lending fees

717,068

Custodian fees and expenses

826,262

Independent trustees' compensation

11,622

Registration fees

40,979

Audit

80,447

Legal

8,148

Interest

932

Miscellaneous

39,295

Total expenses before reductions

18,211,784

Expense reductions

(2,261,354)

15,950,430

Net investment income (loss)

45,857,260

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(439,565,235)

Other affiliated issuers

(2,864,540)

 

Foreign currency transactions

(3,739,806)

Futures contracts

1,069,433

Total net realized gain (loss)

 

(445,100,148)

Change in net unrealized appreciation (depreciation) on:

Investment securities

826,902,552

Assets and liabilities in foreign currencies

63,177

Total change in net unrealized appreciation (depreciation)

 

826,965,729

Net gain (loss)

381,865,581

Net increase (decrease) in net assets resulting from operations

$ 427,722,841

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 45,857,260

$ 49,720,332

Net realized gain (loss)

(445,100,148)

(49,130,625)

Change in net unrealized appreciation (depreciation)

826,965,729

(3,186,840,853)

Net increase (decrease) in net assets resulting from operations

427,722,841

(3,186,251,146)

Distributions to shareholders from net investment income

(16,525,195)

(35,424,593)

Distributions to shareholders from net realized gain

-

(365,645,497)

Total distributions

(16,525,195)

(401,070,090)

Share transactions - net increase (decrease)

(278,686,790)

(1,106,904,481)

Redemption fees

397,870

5,921,400

Total increase (decrease) in net assets

132,908,726

(4,688,304,317)

Net Assets

Beginning of period

1,605,632,177

6,293,936,494

End of period (including undistributed net investment income of $29,331,095 and undistributed net investment income of $22,071,165, respectively)

$ 1,738,540,903

$ 1,605,632,177

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Southeast Asia

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 18.50

$ 49.39

$ 25.59

$ 18.70

$ 14.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .58 E

.44

.33

.33

.30

Net realized and unrealized gain (loss)

  5.09

(28.21)

24.95

7.23

3.66

Total from investment operations

  5.67

(27.77)

25.28

7.56

3.96

Distributions from net investment income

  (.20)

(.28)

(.23)

(.26)

(.14)

Distributions from net realized gain

  -

(2.89)

(1.29)

(.43)

-

Total distributions

  (.20)

(3.17)

(1.52)

(.69)

(.14)

Redemption fees added to paid in capital B

  .01

.05

.04

.02

.01

Net asset value, end of period

$ 23.98

$ 18.50

$ 49.39

$ 25.59

$ 18.70

Total Return A

  31.08%

(59.64)%

104.22%

41.50%

26.84%

Ratios to Average Net Assets C,F

 

 

 

 

 

Expenses before reductions

  1.14%

1.18%

1.08%

1.21%

1.20%

Expenses net of fee waivers, if any

  1.14%

1.18%

1.08%

1.21%

1.20%

Expenses net of all reductions

  .99%

1.04%

.98%

1.04%

1.09%

Net investment income (loss)

  2.86% E

1.34%

.96%

1.44%

1.71%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,736,852

$ 1,605,632

$ 6,293,936

$ 1,592,948

$ 783,765

Portfolio turnover rate D

  220%

147%

72%

100%

109%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.16 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 2.09%. 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 fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class F

Period ended October 31,
2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 21.76

Income from Investment Operations

 

Net investment income (loss) D

  .04

Net realized and unrealized gain (loss)

  2.20

Total from investment operations

  2.24

Redemption fees added to paid in capital D

  - I

Net asset value, end of period

$ 24.00

Total Return B,C

  10.29%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .83% A

Expenses net of fee waivers, if any

  .83% A

Expenses net of all reductions

  .69% A

Net investment income (loss)

  .43% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 1,689

Portfolio turnover rate F

  220%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount 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, 2009

1. Organization.

Fidelity Southeast Asia Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares and the existing class was designated Southeast Asia on June 26, 2009. The Fund offers Southeast Asia and Class F 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 F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. 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 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.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by FMR and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Annual Report

3. 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. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 99,178,233

Gross unrealized depreciation

(85,344,975)

Net unrealized appreciation (depreciation)

$ 13,833,258

 

 

Tax Cost

$ 1,723,137,046

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 58,037,425

Capital loss carryforward

$ (529,066,735)

Net unrealized appreciation (depreciation)

$ 13,850,504

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 16,525,195

$ 237,858,086

Long-term Capital Gains

-

163,212,004

Total

$ 16,525,195

$ 401,070,090

4. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

Equity risk is the risk that the value of financial instruments will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations. At the end of the period, the Fund had no open futures contracts.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized Gain (Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 1,069,433

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 1,069,433

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $1,069,433 for futures contracts.

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,306,978,009 and $3,436,911,744, respectively.

Annual Report

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Southeast Asia, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .72% of the Fund's average net assets.

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 each class, except for Class F. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Southeast Asia

$ 4,901,080

.31

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $899 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 87,155,000

0.38%

$ 932

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $8,388 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $62,584.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,255,630 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 $5,724.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Southeast Asia

$ 16,525,195

$ 35,424,593

From net realized gain

 

 

Southeast Asia

$ -

$ 365,645,497

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009 A

2008

2009 A

2008

Southeast Asia

 

 

 

 

Shares sold

13,882,017

40,747,607

$ 285,662,683

$ 1,476,163,760

Reinvestment of distributions

910,020

9,350,739

15,822,870

382,538,765

Shares redeemed

(29,172,062)

(90,730,727)

(581,908,544)

(2,965,607,006)

Net increase (decrease)

(14,380,025)

(40,632,381)

$ (280,422,991)

$ (1,106,904,481)

Class F

 

 

 

 

Shares sold

71,921

-

$ 1,774,629

$ -

Shares redeemed

(1,530)

-

(38,428)

-

Net increase (decrease)

70,391

-

$ 1,736,201

$ -

A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of:

Fidelity Canada Fund,

Fidelity China Region Fund,

Fidelity Emerging Markets Fund,

Fidelity Europe Fund,

Fidelity Japan Fund,

Fidelity Japan Smaller Companies Fund,

Fidelity Latin America Fund,

Fidelity Nordic Fund,

Fidelity Pacific Basin Fund,

Fidelity Southeast Asia Fund,

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund, Fidelity China Region Fund, Fidelity Emerging Markets Fund, Fidelity Europe Fund, Fidelity Japan Fund, Fidelity Japan Smaller Companies Fund, Fidelity Latin America Fund, Fidelity Nordic Fund, Fidelity Pacific Basin Fund and Fidelity Southeast Asia Fund (funds of Fidelity Investment Trust) at October 31, 2009, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Investment Trust'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, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Europe Capital Appreciation Fund:

We have audited the accompanying statements of assets and liabilities of Fidelity Europe Capital Appreciation Fund (the Fund), a fund of Fidelity Investment Trust (the Trust) including the schedule of investments, as of October 31, 2009, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2009, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Europe Capital Appreciation Fund as of October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The funds' Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

The Board of Trustees of each fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Canada Fund

12/07/09

12/04/09

$0.468

$0.00

Fidelity China Region Fund

12/07/09

12/04/09

$0.209

$0.065

Fidelity Emerging Markets Fund

12/07/09

12/04/09

$0.116

$0.135

Fidelity Europe Fund

11/30/09

11/27/09

$0.520

$0.00

Fidelity Europe Capital Appreciation Fund

12/07/09

12/04/09

$0.32

$0.00

Fidelity Japan Fund

12/07/09

12/04/09

$0.07

$0.10

Fidelity Japan Smaller Companies Fund

12/07/09

12/04/09

$0.03

$0.12

Fidelity Latin America Fund

12/07/09

12/04/09

$0.60

$0.39

Fidelity Nordic Fund

12/07/09

12/04/09

$0.34

$0.00

Fidelity Pacific Basin Fund

12/07/09

12/04/09

$0.15

$0.70

Fidelity Southeast Asia Fund

12/07/09

12/04/09

$0.427

$0.40

A percentage of the dividends distributed during the fiscal year for the following funds may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

 

December 5, 2008

December 30, 2008

Fidelity Canada Fund

60%

47%

Fidelity China Region Fund

52%

-

Fidelity Emerging Markets Fund

99%

-

Fidelity Europe Fund

98%

-

Fidelity Europe Capital Appreciation Fund

94%

-

Fidelity Japan Fund

100%

-

Fidelity Japan Smaller Companies Fund

98%

-

Fidelity Latin America Fund

94%

72%

Fidelity Nordic Fund

70%

-

Fidelity Pacific Basin Fund

42%

-

Fidelity Southeast Asia Fund

23%

23%

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

Fidelity Canada Fund

12/08/2008

$0.202

$0.074

Fidelity Canada Fund

12/31/2008

$0.015

$0.000

Fidelity China Region Fund

12/08/2008

$0.243

$0.0718

Fidelity Emerging Markets Fund

12/08/2008

$0.334

$0.0937

Fidelity Europe Fund

12/08/2008

$0.615

$0.0568

Fidelity Europe Capital Appreciation Fund

12/08/2008

$0.547

$0.0338

Fidelity Japan Fund

12/08/2008

$0.105

$0.0141

Fidelity Japan Smaller Companies Fund

12/08/2008

$0.059

$0.0086

Fidelity Latin America Fund

12/08/2008

$0.459

$0.1088

Fidelity Latin America Fund

12/31/2008

$0.110

$0.000

Fidelity Nordic Fund

12/08/2008

$1.122

$0.113

Fidelity Pacific Basin Fund

12/08/2008

$0.100

$0.0295

Fidelity Southeast Asia Fund

12/08/2008

$0.286

$0.1063

Fidelity Southeast Asia Fund

12/31/2008

$0.015

$0.000

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Targeted International Equity Funds

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for each fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to each fund and its shareholders (including the investment performance of each fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with each fund; (iv) the extent to which economies of scale would be realized as each fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for each fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contracts is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in each fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that each fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the funds' investment personnel and the funds' investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for each fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, each fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance (Canada Fund). The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, as available, the cumulative total returns of Fidelity Canada (retail class) and Class B of the fund, and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of Fidelity Canada (retail class) and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity Canada Fund


fid785

The Board stated that the investment performance of Fidelity Canada (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Canada (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (China Region Fund, Japan Smaller Companies Fund, Latin America Fund, Nordic Fund, Pacific Basin Fund, and Southeast Asia Fund). The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance (for the retail class, in the case of China Region Fund), as well as each fund's relative investment performance (for the retail class, in the case of China Region Fund) measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns and the cumulative total returns of a broad-based securities market index ("benchmark"). (The Advisor classes of China Region Fund had less than one year of performance as of December 31, 2008, and Southeast Asia Fund did not offer Class F as of December 31, 2008.)

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity China Region Fund


fid787

The Board stated that the investment performance of Fidelity China Region (retail class) of the fund compared favorably to its benchmark for all the periods shown.

Fidelity Japan Smaller Companies Fund


fid789

The Board stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Fidelity Latin America Fund


fid791

The Board stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Fidelity Nordic Fund


fid793

The Board stated that the investment performance of the fund was lower than its benchmark for the one- and three-year periods, although the fund's five-year cumulative total return compared favorably to its benchmark. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Pacific Basin Fund


fid795

The Board stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Fidelity Southeast Asia Fund


fid797

The Board stated that the investment performance of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark.

The Board also considered that each of Pacific Basin Fund's and Southeast Asia Fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for each fund's shareholders and helps to more closely align the interests of FMR and each fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. For each of Japan Smaller Companies Fund and Pacific Basin Fund, the Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it exceeded the fund's benchmark. For each of China Region Fund, Latin America Fund, Nordic Fund, and Southeast Asia Fund, the Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it was lower than the fund's benchmark.

Annual Report

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to each fund will benefit each fund's shareholders, particularly in light of the Board's view that each fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (Emerging Markets Fund, Europe Fund, and Europe Capital Appreciation Fund). The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance (for the retail class, in the case of Emerging Markets Fund), as well as each fund's relative investment performance (for the retail class, in the case of Emerging Markets Fund) measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class K of Emerging Markets Fund had less than one year of performance as of December 31, 2008, and Europe Fund did not offer Class F as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund (or the retail class, in the case of Emerging Markets Fund).

Fidelity Emerging Markets Fund


fid799

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Emerging Markets (retail class) of the fund was in the fourth quartile for the one- and three-year periods and the third quartile for the five-year period. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Europe Fund


fid801

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the first quartile for the one- and five-year periods and the second quartile for the three-year period. The Board also stated that the investment performance of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark.

Fidelity Europe Capital Appreciation Fund


fid803

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the second quartile for all the periods shown. The Board also stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

The Board also considered that each of Europe Fund's and Europe Capital Appreciation Fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for each fund's shareholders and helps to more closely align the interests of FMR and each fund's shareholders.

Annual Report

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. For each of Europe Fund and Europe Capital Appreciation Fund, the Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it exceeded the fund's benchmark. For Emerging Markets Fund, the Board reviewed the year-to-date performance of Fidelity Emerging Markets (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to each fund will benefit each fund's shareholders, particularly in light of the Board's view that each fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (Japan Fund). The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. (The fund did not offer Class F as of December 31, 2008.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Japan Fund


fid805

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the third quartile for the one-year period, the second quartile for the three-year period and the first quartile for the five-year period. The Board also stated that the investment performance of the fund was lower than its benchmark for all the periods shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of the fund through May 31, 2009 and stated that it exceeded the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses (Canada Fund, China Region Fund, and Emerging Markets Fund). The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group". The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 16% would mean that 84% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment (if applicable), is also included in the charts and considered by the Board.

Fidelity Canada Fund


fid807

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Fidelity China Region Fund


fid809

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008.

Fidelity Emerging Markets Fund


fid811

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008.

Based on its review, the Board concluded that each fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the total expenses of each class of each fund, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of Canada Fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of each fund compared to competitive fund median expenses. Each class of each fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity Canada (retail class) of Canada Fund ranked below its competitive median for 2008 and the total expenses of Class T ranked above its competitive median for 2008. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board noted that the total expenses of each class of China Region Fund and Emerging Markets Fund ranked below its competitive median for the 2008.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of each fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Competitiveness of Management Fee and Total Fund Expenses (Europe Fund, Europe Capital Appreciation Fund, Japan Fund, Japan Smaller Companies Fund, Latin America Fund, Nordic Fund, Pacific Basin Fund, and Southeast Asia Fund). The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." For Japan Fund, the Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 16% would mean that 84% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment (if applicable), is also included in the charts and considered by the Board.

Fidelity Europe Fund


fid813

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Fidelity Europe Capital Appreciation Fund


fid815

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity Japan Fund


fid817

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Japan Smaller Companies Fund


fid819

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008.

Fidelity Latin America Fund


fid821

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008.

Annual Report

Fidelity Nordic Fund


fid823

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008.

Fidelity Pacific Basin Fund


fid825

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Furthermore, the Board considered that shareholders of Pacific Basin Fund approved a prospective change in the index used to calculate the fund's performance adjustment, beginning April 1, 2001. The Board also considered that, because the performance adjustment is based on a rolling 36-month measurement period, during a transition period the fund's performance is compared to a blended index return that reflects the performance of the former index for the portion of the measurement period prior to April 1, 2001 and the performance of the current index for the remainder of the measurement period. The Board noted that the fund's performance adjustment for 2004 shown in the chart above reflects the effect of using the blended index return to calculate the fund's performance adjustment.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Southeast Asia Fund


fid827

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

In connection with the renewal of the management contracts for Europe Fund, Japan Fund and Southeast Asia Fund, the Board also approved non-material amendments to the fund's management contract to clarify certain provisions regarding the calculation of the fund's performance adjustment.

Based on its review, the Board concluded that each fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of Europe Fund's, Europe Capital Appreciation Fund's, Japan Fund's, Pacific Basin Fund's, and Southeast Asia Fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each fund compared to competitive fund median expenses. Each fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that each fund's total expenses ranked below its competitive median for 2008.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that each fund's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing each fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for each fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of each fund and determined that the amount of profit is a fair entrepreneurial profit for the management of each fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including each fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which each fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that each fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that each fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investments (Japan) Limited
FIL Investment Advisors
FIL Investment Advisors
(U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

Emerging Markets Fund, Japan Fund, Pacific Basin Fund

Brown Brothers Harriman & Co.
Boston, MA

China Region Fund, Latin America Fund, Nordic Fund

The Bank of New York Mellon
New York, NY

Canada Fund, Europe Fund

The Northern Trust Company
Chicago, IL

Europe Capital Appreciation Fund, Japan Smaller Companies Fund, Southeast Asia Fund

Fidelity's International Equity Funds

Canada Fund

China Region Fund

Diversified International Fund

Emerging Europe, Middle East, Africa (EMEA) Fund

Emerging Markets Fund

Europe Fund

Europe Capital Appreciation Fund

Global Balanced Fund

Global Commodity Stock Fund

International Capital Appreciation

International Discovery Fund

International Growth Fund

International Small Cap Fund

International Small Cap Opportunities Fund

International Value Fund

Japan Fund

Japan Smaller Companies Fund

Latin America Fund

Nordic Fund

Overseas Fund

Pacific Basin Fund

Southeast Asia Fund

Total International Equity

Worldwide Fund

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
www.fidelity.com

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid191 1-800-544-5555

fid191 Automated line for quickest service

TIF-UANN-1209
1.888176.101

fid247

Fidelity Advisor
Canada Fund
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2009

Class A, Class T, Class B, and Class C are
classes of Fidelity® Canada Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge)A

9.41%

7.57%

11.82%

Class T (incl. 3.50% sales charge) B

11.72%

7.94%

12.01%

Class B (incl. contingent deferred sales charge) C

10.22%

8.14%

12.27%

Class C (incl. contingent deferred sales charge) D

14.22%

8.44%

12.27%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years 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 Canada Fund - Class A on October 31, 1999, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the S&P/TSX Composite Index performed over the same period. The initial offering of Class A took place on May 2, 2007. See above for additional information regarding the performance of Class A.


fid844

Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. In North America, a strong Canadian dollar and the power of surging energy and materials sectors led Canadian equities to climb, as the S&P/TSX Composite Index returned 30.63%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. In Europe, the MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Douglas Lober, Portfolio Manager of Fidelity Advisor Canada Fund: The fund's Class A, Class T, Class B and Class C shares returned 16.08%, 15.77%, 15.22% and 15.22% respectively (excluding sales charges) for the year, lagging the S&P/TSX index. Although the fund's portfolio of higher-quality, larger-capitalization stocks enabled it to post a solid positive return, the period's market rally reserved the highest returns for many of the lowest-quality stocks. The fund's conservative positioning served it well when markets declined during 2008. With no improvement in business fundamentals, however, I stayed with this strategy, which hurt as markets rose. The fund's 3% stake in cash and 5% position in U.S. equities also dampened relative results. Poor stock selection within the energy, materials and financials sectors detracted the most. Major performance drags included oil company Canadian Natural Resources, an underweighting in strong-performing Canadian Imperial Bank of Commerce, BlackBerry maker Research In Motion, gold producer Agnico-Eagle Mines and telephone company BCE. Winners included gold-mining company Goldcorp, software services firm CGI Group, an underweighting in oil and gas producer Penn West Energy Trust and no exposure to insurance firm and index component Power Financial.

Note to shareholders: Fidelity Advisor Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2009, the fund did not have more than 25% of its assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Canada

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 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.39%

 

 

 

Actual

 

$ 1,000.00

$ 1,222.80

$ 7.79

Hypothetical A

 

$ 1,000.00

$ 1,018.20

$ 7.07

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.20

$ 9.41

Hypothetical A

 

$ 1,000.00

$ 1,016.74

$ 8.54

Class B

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,218.10

$ 12.19

Hypothetical A

 

$ 1,000.00

$ 1,014.22

$ 11.07

Class C

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,218.20

$ 12.13

Hypothetical A

 

$ 1,000.00

$ 1,014.27

$ 11.02

Canada

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,224.50

$ 6.22

Hypothetical A

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,224.60

$ 6.50

Hypothetical A

 

$ 1,000.00

$ 1,019.36

$ 5.90

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Canada

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Canada

96.6%

 

fid281

United States of America

3.4%

 

fid560

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Canada

89.1%

 

fid273

United States of America

10.4%

 

fid281

Netherlands Antilles

0.5%

 

fid565

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.6

95.8

Short-Term Investments and Net Other Assets

2.4

4.2

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Bank of Canada (Commercial Banks)

6.3

5.8

Toronto-Dominion Bank (Commercial Banks)

5.6

5.6

Suncor Energy, Inc. (Oil, Gas & Consumable Fuels)

5.3

3.4

Canadian Natural Resources Ltd. (Oil, Gas & Consumable Fuels)

3.9

3.8

EnCana Corp. (Oil, Gas & Consumable Fuels)

3.5

3.6

Goldcorp, Inc. (Metals & Mining)

3.3

2.6

Barrick Gold Corp. (Metals & Mining)

3.0

2.9

Potash Corp. of Saskatchewan, Inc. (Chemicals)

2.9

3.0

Bank of Nova Scotia (Commercial Banks)

2.9

2.9

Bank of Montreal (Commercial Banks)

2.7

2.1

 

39.4

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.9

30.0

Energy

27.8

26.3

Materials

19.5

14.9

Industrials

5.3

6.2

Consumer Discretionary

5.2

2.3

Information Technology

4.1

6.2

Telecommunication Services

3.7

5.4

Consumer Staples

2.5

3.3

Health Care

0.8

0.4

Utilities

0.8

0.8

Annual Report

Canada

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value

CONSUMER DISCRETIONARY - 5.2%

Distributors - 0.1%

Uni-Select, Inc.

100,000

$ 2,483,262

Hotels, Restaurants & Leisure - 1.2%

Tim Hortons, Inc.

1,410,300

40,151,241

Media - 2.6%

Astral Media, Inc. Class A (non-vtg.)

240,000

7,101,261

Corus Entertainment, Inc. Class B (non-vtg.)

500,000

8,214,434

Quebecor, Inc. Class B (sub. vtg.)

400,000

8,167,336

Shaw Communications, Inc. Class B

1,000,000

17,777,162

Thomson Reuters Corp. (c)

1,400,000

44,501,085

 

85,761,278

Multiline Retail - 0.6%

Canadian Tire Ltd. Class A (non-vtg.)

200,000

10,101,122

Dollarama, Inc.

400,000

7,129,335

Dollarama, Inc. (a)(d)

91,000

1,621,924

 

18,852,381

Specialty Retail - 0.0%

RONA, Inc. (a)

100,000

1,367,687

Textiles, Apparel & Luxury Goods - 0.7%

Gildan Activewear, Inc. (a)

1,300,000

22,882,209

TOTAL CONSUMER DISCRETIONARY

171,498,058

CONSUMER STAPLES - 2.5%

Beverages - 0.3%

Cott Corp. (a)

250,000

1,976,266

The Coca-Cola Co.

150,000

7,996,500

 

9,972,766

Food & Staples Retailing - 1.5%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

2,050,000

35,950,963

George Weston Ltd.

80,000

4,075,172

Shoppers Drug Mart Corp.

200,000

7,940,158

 

47,966,293

Food Products - 0.7%

General Mills, Inc.

130,000

8,569,600

Viterra, Inc. (a)(c)

1,509,300

14,356,365

 

22,925,965

TOTAL CONSUMER STAPLES

80,865,024

ENERGY - 27.8%

Energy Equipment & Services - 0.1%

Ensign Energy Services, Inc.

100,000

1,433,255

Precision Drilling Trust

400,000

2,593,157

 

4,026,412

Oil, Gas & Consumable Fuels - 27.7%

ARC Energy Trust unit

200,000

3,603,454

Baytex Energy Trust

100,000

2,447,246

 

Shares

Value

Cameco Corp.

1,250,000

$ 34,815,533

Canadian Natural Resources Ltd.

1,975,000

128,073,602

Canadian Oil Sands Trust

600,000

16,168,444

Crescent Point Energy Corp.

800,000

27,187,514

Crescent Point Energy Corp. (d)

83,400

2,834,298

Enbridge, Inc.

1,728,900

67,201,737

EnCana Corp.

2,100,000

116,359,607

Enerplus Resources Fund Series G

200,000

4,358,868

Imperial Oil Ltd.

900,000

33,827,400

Keyera Facilities Income Fund

850,000

15,573,718

Nexen, Inc.

1,600,000

34,398,116

Niko Resources Ltd.

390,000

31,550,076

Pacific Rubiales Energy Corp. (a)(c)

900,000

10,946,114

Penn West Energy Trust

800,000

13,261,301

PetroBakken Energy Ltd. Class A

872,978

25,169,112

Petrobank Energy & Resources Ltd. (a)

600,000

26,230,780

Progress Energy Resources Corp.

700,000

8,946,761

Suncor Energy, Inc.

5,307,600

176,062,236

Talisman Energy, Inc.

4,200,000

71,599,945

TransCanada Corp.

2,100,000

64,308,076

 

914,923,938

TOTAL ENERGY

918,950,350

FINANCIALS - 27.9%

Capital Markets - 0.7%

CI Financial Corp.

100,000

1,762,940

IGM Financial, Inc.

550,000

19,580,274

 

21,343,214

Commercial Banks - 19.7%

Bank of Montreal

1,909,300

88,266,665

Bank of Nova Scotia

2,300,000

96,112,112

Canadian Imperial Bank of Commerce

334,600

19,157,963

National Bank of Canada

1,000,000

52,075,541

Royal Bank of Canada

4,140,000

209,513,780

Toronto-Dominion Bank

3,265,000

185,977,005

 

651,103,066

Diversified Financial Services - 0.3%

Onex Corp. (sub. vtg.)

300,000

6,762,710

TMX Group, Inc.

145,000

3,883,271

 

10,645,981

Insurance - 5.2%

Fairfax Financial Holdings Ltd.
(sub. vtg.)

80,800

28,882,353

Intact Financial Corp.

150,000

4,557,418

Intact Financial Corp. (d)

241,100

7,325,290

Manulife Financial Corp.

3,400,000

63,739,207

Power Corp. of Canada (sub. vtg.)

1,400,000

32,968,555

Sun Life Financial, Inc.

1,200,000

33,168,029

 

170,640,852

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.2%

H&R Real Estate Investment Trust/H&R Finance Trust

50,000

$ 606,270

RioCan (REIT)

350,000

5,927,876

 

6,534,146

Real Estate Management & Development - 1.2%

Brookfield Asset Management, Inc.
Class A (c)

1,950,000

41,130,350

Thrifts & Mortgage Finance - 0.6%

Genworth MI Canada, Inc.

300,000

6,732,234

Home Capital Group, Inc.

350,000

11,797,571

 

18,529,805

TOTAL FINANCIALS

919,927,414

HEALTH CARE - 0.8%

Health Care Providers & Services - 0.2%

Medco Health Solutions, Inc. (a)

150,000

8,418,000

Health Care Technology - 0.5%

SXC Health Solutions Corp. (a)

360,000

16,519,740

Pharmaceuticals - 0.1%

Biovail Corp.

150,000

2,022,441

TOTAL HEALTH CARE

26,960,181

INDUSTRIALS - 5.3%

Aerospace & Defense - 0.9%

Bombardier, Inc. Class B (sub. vtg.)

6,200,000

25,135,522

CAE, Inc.

400,000

3,114,005

 

28,249,527

Airlines - 0.0%

WestJet Airlines Ltd. (a)

100,000

1,013,991

Commercial Services & Supplies - 0.2%

IESI-BFC Ltd.

500,000

6,418,248

Ritchie Brothers Auctioneers, Inc. (c)

83,920

1,839,526

 

8,257,774

Construction & Engineering - 0.9%

SNC-Lavalin Group, Inc.

715,000

28,887,888

Road & Rail - 3.1%

Canadian National Railway Co.

1,670,000

80,658,448

Canadian Pacific Railway Ltd.

500,000

21,655,816

 

102,314,264

Trading Companies & Distributors - 0.2%

Finning International, Inc.

500,000

7,369,442

TOTAL INDUSTRIALS

176,092,886

INFORMATION TECHNOLOGY - 4.1%

Communications Equipment - 1.8%

Research In Motion Ltd. (a)

1,040,000

61,079,209

 

Shares

Value

Computers & Peripherals - 0.3%

Apple, Inc. (a)

50,000

$ 9,425,000

Electronic Equipment & Components - 0.1%

Celestica, Inc. (sub. vtg.) (a)

450,000

3,706,885

Internet Software & Services - 0.7%

Open Text Corp. (a)

600,000

22,385,372

IT Services - 1.2%

CGI Group, Inc. Class A (sub. vtg.) (a)

3,290,000

40,166,043

TOTAL INFORMATION TECHNOLOGY

136,762,509

MATERIALS - 19.5%

Chemicals - 4.2%

Agrium, Inc.

580,000

26,963,291

Methanex Corp.

900,000

15,509,073

Potash Corp. of Saskatchewan, Inc.

1,035,000

96,450,893

 

138,923,257

Metals & Mining - 15.3%

Agnico-Eagle Mines Ltd. (Canada)

624,700

33,229,644

Barrick Gold Corp.

2,780,000

100,021,979

Eldorado Gold Corp. (a)

1,600,000

17,819,643

First Quantum Minerals Ltd.

250,000

17,089,163

Goldcorp, Inc.

3,000,000

110,209,170

HudBay Minerals, Inc. (a)

300,000

3,881,424

IAMGOLD Corp.

1,000,000

13,252,066

Inmet Mining Corp.

250,000

13,238,214

Ivanhoe Mines Ltd. (a)

1,400,000

15,075,034

Kinross Gold Corp.

2,150,000

39,908,575

Lundin Mining Corp. (a)

500,000

2,008,588

Osisko Mining Corp. (a)

400,000

2,696,588

Red Back Mining, Inc. (a)

100,000

1,294,732

Silver Wheaton Corp. (a)

1,775,900

22,304,327

Teck Resources Ltd. Class B (sub. vtg.) (a)

2,850,000

82,669,345

Yamana Gold, Inc.

2,700,000

28,624,463

 

503,322,955

Paper & Forest Products - 0.0%

Sino-Forest Corp. (a)

100,000

1,406,474

TOTAL MATERIALS

643,652,686

TELECOMMUNICATION SERVICES - 3.7%

Diversified Telecommunication Services - 1.8%

BCE, Inc.

2,300,000

54,990,996

Bell Aliant Regional Communication Income Fund

100,000

2,484,185

 

57,475,181

Wireless Telecommunication Services - 1.9%

Rogers Communications, Inc. Class B (non-vtg.)

2,150,000

63,039,664

TOTAL TELECOMMUNICATION SERVICES

120,514,845

Common Stocks - continued

Shares

Value

UTILITIES - 0.8%

Electric Utilities - 0.6%

Fortis, Inc.

800,000

$ 18,691,416

Multi-Utilities - 0.2%

Canadian Utilities Ltd. Class A (non-vtg.)

225,000

8,005,957

TOTAL UTILITIES

26,697,373

TOTAL COMMON STOCKS

(Cost $3,025,366,159)

3,221,921,326

Money Market Funds - 0.7%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)
(Cost $22,963,420)

22,963,420

22,963,420

Cash Equivalents - 0.3%

Maturity Amount

 

Investments in repurchase agreements in a joint trading account at 0.05%, dated 10/30/09 due 11/2/09 (Collateralized by U.S. Government Obligations) #
(Cost $10,499,000)

$ 10,499,048

10,499,000

TOTAL INVESTMENT PORTFOLIO - 98.6%

(Cost $3,058,828,579)

3,255,383,746

NET OTHER ASSETS - 1.4%

45,236,513

NET ASSETS - 100%

$ 3,300,620,259

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,781,512 or 0.4% of net assets.

(e) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$10,499,000 due 11/02/09 at 0.05%

BNP Paribas Securities Corp.

$ 1,935,652

Banc of America Securities LLC

1,981,474

Barclays Capital, Inc.

5,806,957

Deutsche Bank Securities, Inc.

774,917

 

$ 10,499,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 606,837

Fidelity Securities Lending Cash Central Fund

2,948,896

Total

$ 3,555,733

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy with the exception of Repurchase Agreements which are categorized as Level 2. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $260,471,096 of which $109,546,724 and $150,924,372 will expire on October 31, 2016 and 2017, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $21,614,198 and repurchase agreements of $10,499,000) - See accompanying schedule:

Unaffiliated issuers (cost $3,035,865,159)

$ 3,232,420,326

 

Fidelity Central Funds (cost $22,963,420)

22,963,420

 

Total Investments (cost $3,058,828,579)

 

$ 3,255,383,746

Foreign currency held at value (cost $1,053,639)

1,053,399

Receivable for investments sold

135,488,138

Receivable for fund shares sold

4,546,724

Dividends receivable

4,627,774

Distributions receivable from Fidelity Central Funds

306,357

Prepaid expenses

20,607

Other receivables

363,475

Total assets

3,401,790,220

 

 

 

Liabilities

Payable to custodian bank

$ 1,632,878

Payable for investments purchased

61,175,379

Payable for fund shares redeemed

5,044,542

Accrued management fee

2,024,250

Distribution fees payable

53,105

Notes payable to affliates

7,273,000

Other affiliated payables

883,229

Other payables and accrued expenses

120,158

Collateral on securities loaned, at value

22,963,420

Total liabilities

101,169,961

 

 

 

Net Assets

$ 3,300,620,259

Net Assets consist of:

 

Paid in capital

$ 3,419,053,592

Undistributed net investment income

26,298,051

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(340,971,696)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

196,240,312

Net Assets

$ 3,300,620,259

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($83,014,893 ÷ 1,876,310 shares)

$ 44.24

 

 

 

Maximum offering price per share (100/94.25 of $44.24)

$ 46.94

Class T:
Net Asset Value
and redemption price per share ($17,727,268 ÷ 401,880 shares)

$ 44.11

 

 

 

Maximum offering price per share (100/96.50 of $44.11)

$ 45.71

Class B:
Net Asset Value
and offering price per share ($7,283,295 ÷ 166,758 shares)A

$ 43.68

 

 

 

Class C:
Net Asset Value
and offering price per share ($24,847,882 ÷ 569,904 shares)A

$ 43.60

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($3,149,790,916 ÷ 70,843,028 shares)

$ 44.46

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($17,956,005 ÷ 404,530 shares)

$ 44.39

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, 2009

Investment Income

 

 

Dividends

 

$ 73,930,160

Interest

 

5,115

Income from Fidelity Central Funds

 

3,555,733

 

 

77,491,008

Less foreign taxes withheld

 

(10,658,424)

Total income

 

66,832,584

 

 

 

Expenses

Management fee
Basic fee

$ 20,061,152

Performance adjustment

2,758,360

Transfer agent fees

8,292,313

Distribution fees

441,822

Accounting and security lending fees

1,227,319

Custodian fees and expenses

214,073

Independent trustees' compensation

20,026

Registration fees

146,592

Audit

72,676

Legal

14,151

Interest

1,585

Miscellaneous

63,440

Total expenses before reductions

33,313,509

Expense reductions

(925,110)

32,388,399

Net investment income (loss)

34,444,185

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(173,899,305)

Foreign currency transactions

(348,730)

Futures contracts

3,069,145

Total net realized gain (loss)

 

(171,178,890)

Change in net unrealized appreciation (depreciation) on:

Investment securities

538,225,902

Assets and liabilities in foreign currencies

(281,421)

Total change in net unrealized appreciation (depreciation)

 

537,944,481

Net gain (loss)

366,765,591

Net increase (decrease) in net assets resulting from operations

$ 401,209,776

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,444,185

$ 46,066,725

Net realized gain (loss)

(171,178,890)

(175,687,217)

Change in net unrealized appreciation (depreciation)

537,944,481

(2,181,002,870)

Net increase (decrease) in net assets resulting from operations

401,209,776

(2,310,623,362)

Distributions to shareholders from net investment income

(10,179,804)

(28,915,979)

Distributions to shareholders from net realized gain

-

(235,022,630)

Total distributions

(10,179,804)

(263,938,609)

Share transactions - net increase (decrease)

30,108,212

507,012,286

Redemption fees

779,120

3,308,433

Total increase (decrease) in net assets

421,917,304

(2,064,241,252)

Net Assets

Beginning of period

2,878,702,955

4,942,944,207

End of period (including undistributed net investment income of $26,298,051 and undistributed net investment income of $26,382,786, respectively)

$ 3,300,620,259

$ 2,878,702,955

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.20

$ 70.16

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .38

.39

.19

Net realized and unrealized gain (loss)

  5.72

(28.71)

15.96

Total from investment operations

  6.10

(28.32)

16.15

Distributions from net investment income

  (.07)

(.41)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  (.07)

(3.68)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 44.24

$ 38.20

$ 70.16

Total Return B,C,D

  16.08%

(42.23)%

29.93%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.42%

1.34%

1.23% A

Expenses net of fee waivers, if any

  1.42%

1.34%

1.23% A

Expenses net of all reductions

  1.39%

1.31%

1.22% A

Net investment income (loss)

  .98%

.69%

.63% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83,015

$ 56,242

$ 20,912

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.10

$ 70.09

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .27

.23

.09

Net realized and unrealized gain (loss)

  5.73

(28.66)

15.99

Total from investment operations

  6.00

(28.43)

16.08

Distributions from net investment income

  -

(.33)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.60)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 44.11

$ 38.10

$ 70.09

Total Return B,C,D

  15.77%

(42.40)%

29.80%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.70%

1.63%

1.48% A

Expenses net of fee waivers, if any

  1.70%

1.63%

1.48% A

Expenses net of all reductions

  1.67%

1.60%

1.47% A

Net investment income (loss)

  .71%

.40%

.30% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 17,727

$ 14,963

$ 14,522

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 37.91

$ 69.88

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .08

(.06)

(.06)

Net realized and unrealized gain (loss)

  5.68

(28.54)

15.93

Total from investment operations

  5.76

(28.60)

15.87

Distributions from net investment income

  -

(.14)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.41)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 43.68

$ 37.91

$ 69.88

Total Return B,C,D

  15.22%

(42.68)%

29.41%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.19%

2.13%

2.00% A

Expenses net of fee waivers, if any

  2.19%

2.13%

2.00% A

Expenses net of all reductions

  2.16%

2.10%

1.99% A

Net investment income (loss)

  .21%

(.10)%

(.21)% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,283

$ 5,615

$ 4,078

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 37.84

$ 69.91

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .09

(.05)

(.04)

Net realized and unrealized gain (loss)

  5.66

(28.52)

15.94

Total from investment operations

  5.75

(28.57)

15.90

Distributions from net investment income

  -

(.27)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.54)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 43.60

$ 37.84

$ 69.91

Total Return B,C,D

  15.22%

(42.69)%

29.46%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.18%

2.13%

1.99% A

Expenses net of fee waivers, if any

  2.18%

2.13%

1.99% A

Expenses net of all reductions

  2.15%

2.10%

1.97% A

Net investment income (loss)

  .22%

(.10)%

(.15)% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 24,848

$ 16,716

$ 8,752

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 38.37

$ 70.25

$ 49.48

$ 39.14

$ 31.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .48

.58

.52

.34

.20

Net realized and unrealized gain (loss)

  5.74

(28.83)

21.62

10.15

7.12

Total from investment operations

  6.22

(28.25)

22.14

10.49

7.32

Distributions from net investment income

  (.14)

(.40)

(.36)

(.16)

(.08)

Distributions from net realized gain

  -

(3.27)

(1.03)

(.01)

-

Total distributions

  (.14)

(3.67)

(1.39)

(.17)

(.08)

Redemption fees added to paid in capital B

  .01

.04

.02

.02

.03

Net asset value, end of period

$ 44.46

$ 38.37

$ 70.25

$ 49.48

$ 39.14

Total Return A

  16.40%

(42.06)%

46.03%

26.93%

23.11%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.17%

1.03%

.96%

1.00%

1.08%

Expenses net of fee waivers, if any

  1.17%

1.03%

.96%

1.00%

1.08%

Expenses net of all reductions

  1.13%

1.00%

.94%

.97%

1.04%

Net investment income (loss)

  1.24%

1.00%

.94%

.74%

.55%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,149,791

$ 2,776,298

$ 4,890,617

$ 3,136,927

$ 1,722,516

Portfolio turnover rate D

  123%

63%

42%

50%

24%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.31

$ 70.25

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .49

.52

.25

Net realized and unrealized gain (loss)

  5.72

(28.78)

15.99

Total from investment operations

  6.21

(28.26)

16.24

Distributions from net investment income

  (.14)

(.45)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  (.14)

(3.72)

-

Redemption fees added to paid in capital D

  .01

.04

.01

Net asset value, end of period

$ 44.39

$ 38.31

$ 70.25

Total Return B,C

  16.40%

(42.11)%

30.09%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.17%

1.11%

1.01% A

Expenses net of fee waivers, if any

  1.17%

1.11%

1.01% A

Expenses net of all reductions

  1.14%

1.08%

.99% A

Net investment income (loss)

  1.23%

.92%

.83% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 17,956

$ 8,870

$ 4,064

Portfolio turnover rate F

  123%

63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Canada, 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.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 363,468,397

Gross unrealized depreciation

(247,414,070)

Net unrealized appreciation (depreciation)

$ 116,054,327

 

 

Tax Cost

$ 3,139,329,419

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 26,298,251

Capital loss carryforward

$ (260,471,096)

Net unrealized appreciation (depreciation)

$ 115,739,712

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 10,179,804

$ 73,476,845

Long-term Capital Gains

-

190,461,764

Total

$ 10,179,804

$ 263,938,609

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

Equity risk is the risk that the value of financial instruments will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Annual Report

Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 3,069,145

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 3,069,145

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $3,069,145 for futures contracts.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,390,397,181 and $3,368,325,269, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Canada, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% 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

-%

.25%

$ 147,305

$ 6,178

Class T

.25%

.25%

71,818

560

Class B

.75%

.25%

57,741

43,385

Class C

.75%

.25%

164,958

65,582

 

 

 

$ 441,822

$ 115,705

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 63,773

Class T

7,987

Class B*

16,151

Class C*

10,081

 

$ 97,992

* 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

7. 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 178,893

.30

Class T

47,042

.33

Class B

18,791

.32

Class C

52,407

.32

Canada

7,962,759

.29

Institutional Class

32,421

.30

 

$ 8,292,313

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $5,692 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. Any open loans, including accrued interest, at period end are presented under the caption "Notes Payable to Affliliates" in the Fund's Statement of Assets and Liabilities. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 8,085,133

.44%

$ 1,467

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,432 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $2,948,896.

10. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $6,531,000. The weighted average interest rate was .65%. The interest expense amounted to $118 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

11. 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 $924,753 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 $357.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 107,700

$ 171,586

Class T

-

73,859

Class B

-

8,835

Class C

-

45,389

Canada

10,039,164

28,579,259

Institutional Class

32,940

37,051

Total

$ 10,179,804

$ 28,915,979

From net realized gain

 

 

Class A

$ -

$ 1,361,853

Class T

-

736,334

Class B

-

209,359

Class C

-

549,710

Canada

-

231,896,136

Institutional Class

-

269,238

Total

$ -

$ 235,022,630

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

894,135

1,623,645

$ 37,345,647

$ 96,358,055

Reinvestment of distributions

3,241

24,107

102,525

1,454,159

Shares redeemed

(493,476)

(473,393)

(17,901,706)

(24,545,534)

Net increase (decrease)

403,900

1,174,359

$ 19,546,466

$ 73,266,680

Class T

 

 

 

 

Shares sold

153,535

281,102

$ 6,072,136

$ 16,813,582

Reinvestment of distributions

-

13,222

-

797,422

Shares redeemed

(144,414)

(108,759)

(5,034,459)

(5,550,777)

Net increase (decrease)

9,121

185,565

$ 1,037,677

$ 12,060,227

Class B

 

 

 

 

Shares sold

68,778

143,582

$ 2,732,178

$ 8,590,562

Reinvestment of distributions

-

2,917

-

175,839

Shares redeemed

(50,130)

(56,743)

(1,849,231)

(3,089,676)

Net increase (decrease)

18,648

89,756

$ 882,947

$ 5,676,725

Class C

 

 

 

 

Shares sold

311,799

454,502

$ 13,003,041

$ 27,139,418

Reinvestment of distributions

-

8,472

-

509,854

Shares redeemed

(183,651)

(146,400)

(6,643,635)

(7,449,898)

Net increase (decrease)

128,148

316,574

$ 6,359,406

$ 20,199,374

Canada

 

 

 

 

Shares sold

19,139,057

34,673,241

$ 774,158,834

$ 2,070,491,480

Reinvestment of distributions

306,492

3,970,249

9,628,844

239,922,156

Shares redeemed

(20,957,211)

(35,906,020)

(789,350,714)

(1,927,559,508)

Net increase (decrease)

(1,511,662)

2,737,470

$ (5,563,036)

$ 382,854,128

Annual Report

13. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Institutional Class

 

 

 

 

Shares sold

280,690

377,605

$ 11,718,786

$ 22,481,855

Reinvestment of distributions

737

4,721

23,131

285,066

Shares redeemed

(108,451)

(208,616)

(3,897,165)

(9,811,769)

Net increase (decrease)

172,976

173,710

$ 7,844,752

$ 12,955,152

14. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Canada 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 Canada Fund (a fund of Fidelity Investment Trust) at October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Canada 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, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

Class A designates 91% and 47% of the dividends distributed on 12/05/2008 and 12/30/2008, respectively 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

12/08/2008

$0.133

$0.074

 

12/31/2008

$0.015

$0.000

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Canada Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, as available, the cumulative total returns of Fidelity Canada (retail class) and Class B of the fund, and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of Fidelity Canada (retail class) and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity Canada Fund


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The Board stated that the investment performance of Fidelity Canada (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Canada (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Canada Fund


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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity Canada (retail class) ranked below its competitive median for 2008 and the total expenses of Class T ranked above its competitive median for 2008. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Annual Report

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, New York

ACAN-UANN-1209
1.843164.102

fid247

Fidelity Advisor
Canada Fund
Institutional Class

Annual Report

October 31, 2009

Institutional Class is a class of
Fidelity® Canada Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns 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, 2009

Past 1
year

Past 5
years

Past 10
years

Institutional ClassA

16.40%

8.99%

12.56%

A The initial offering of Institutional Class shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Canada Fund - Institutional Class on October 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the S&P/TSX Composite Index performed over the same period. The inital offering of Institutional Class took place on May 2, 2007. See above for additional information regarding the performance of Institutional Class.


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Annual Report

Management's Discussion of Fund Performance

Market Recap: In the early months of the 12-month period ending October 31, 2009, international equity markets were engulfed by the global effects of the U.S. financial crisis. By the first quarter of 2009, however, the efforts of governments around the world to stimulate economic growth and normalize the credit markets began to gain traction and investors' appetite for risk returned, causing stocks to rally. Emerging markets performed the best among the global economies, as the MSCI® Emerging Markets (EM) Index soared 64.63% during the 12-month period, led by major country constituent Brazil's roughly 90% gain. Among developed equity markets, foreign stocks strongly outperformed their U.S. counterparts for the year overall, fueled largely by a depreciating U.S. dollar. In North America, a strong Canadian dollar and the power of surging energy and materials sectors led Canadian equities to climb, as the S&P/TSX Composite Index returned 30.63%, outpacing the 9.80% return of the Standard & Poor's 500SM Index, a broad measure of U.S. stocks. In Europe, the MSCI EAFE® Index (Europe, Australasia, Far East) gained 27.88%. Among countries with meaningful weightings in the EAFE index, Sweden, Australia, Hong Kong and Singapore were standouts, each returning more than 50%. However, Japan - representing the index's largest weighting - lagged other markets with its 14% return, hampered in part by lingering concerns about prospects for its economic recovery. The benchmark's second-largest component, the U.K., gained 23%.

Comments from Douglas Lober, Portfolio Manager of Fidelity Advisor Canada Fund: The fund's Institutional Class shares returned 16.40% for the year, lagging the S&P/TSX index. Although the fund's portfolio of higher-quality, larger-capitalization stocks enabled it to post a solid positive return, the period's market rally reserved the highest returns for many of the lowest-quality stocks. The fund's conservative positioning served it well when markets declined during 2008. With no improvement in business fundamentals, however, I stayed with this strategy, which hurt as markets rose. The fund's 3% stake in cash and 5% position in U.S. equities also dampened relative results. Poor stock selection within the energy, materials and financials sectors detracted the most. Major performance drags included oil company Canadian Natural Resources, an underweighting in strong-performing Canadian Imperial Bank of Commerce, BlackBerry maker Research In Motion, gold producer Agnico-Eagle Mines and telephone company BCE. Winners included gold-mining company Goldcorp, software services firm CGI Group, an underweighting in oil and gas producer Penn West Energy Trust and no exposure to insurance firm and index component Power Financial.

Note to shareholders: Fidelity Advisor Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2009, the fund did not have more than 25% of its assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Canada

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 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2009

Class A

1.39%

 

 

 

Actual

 

$ 1,000.00

$ 1,222.80

$ 7.79

Hypothetical A

 

$ 1,000.00

$ 1,018.20

$ 7.07

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,221.20

$ 9.41

Hypothetical A

 

$ 1,000.00

$ 1,016.74

$ 8.54

Class B

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,218.10

$ 12.19

Hypothetical A

 

$ 1,000.00

$ 1,014.22

$ 11.07

Class C

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,218.20

$ 12.13

Hypothetical A

 

$ 1,000.00

$ 1,014.27

$ 11.02

Canada

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,224.50

$ 6.22

Hypothetical A

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,224.60

$ 6.50

Hypothetical A

 

$ 1,000.00

$ 1,019.36

$ 5.90

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Canada

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid263

Canada

96.6%

 

fid281

United States of America

3.4%

 

fid560

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid263

Canada

89.1%

 

fid273

United States of America

10.4%

 

fid281

Netherlands Antilles

0.5%

 

fid565

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.6

95.8

Short-Term Investments and Net Other Assets

2.4

4.2

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Bank of Canada (Commercial Banks)

6.3

5.8

Toronto-Dominion Bank (Commercial Banks)

5.6

5.6

Suncor Energy, Inc. (Oil, Gas & Consumable Fuels)

5.3

3.4

Canadian Natural Resources Ltd. (Oil, Gas & Consumable Fuels)

3.9

3.8

EnCana Corp. (Oil, Gas & Consumable Fuels)

3.5

3.6

Goldcorp, Inc. (Metals & Mining)

3.3

2.6

Barrick Gold Corp. (Metals & Mining)

3.0

2.9

Potash Corp. of Saskatchewan, Inc. (Chemicals)

2.9

3.0

Bank of Nova Scotia (Commercial Banks)

2.9

2.9

Bank of Montreal (Commercial Banks)

2.7

2.1

 

39.4

 

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.9

30.0

Energy

27.8

26.3

Materials

19.5

14.9

Industrials

5.3

6.2

Consumer Discretionary

5.2

2.3

Information Technology

4.1

6.2

Telecommunication Services

3.7

5.4

Consumer Staples

2.5

3.3

Health Care

0.8

0.4

Utilities

0.8

0.8

Annual Report

Canada

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value

CONSUMER DISCRETIONARY - 5.2%

Distributors - 0.1%

Uni-Select, Inc.

100,000

$ 2,483,262

Hotels, Restaurants & Leisure - 1.2%

Tim Hortons, Inc.

1,410,300

40,151,241

Media - 2.6%

Astral Media, Inc. Class A (non-vtg.)

240,000

7,101,261

Corus Entertainment, Inc. Class B (non-vtg.)

500,000

8,214,434

Quebecor, Inc. Class B (sub. vtg.)

400,000

8,167,336

Shaw Communications, Inc. Class B

1,000,000

17,777,162

Thomson Reuters Corp. (c)

1,400,000

44,501,085

 

85,761,278

Multiline Retail - 0.6%

Canadian Tire Ltd. Class A (non-vtg.)

200,000

10,101,122

Dollarama, Inc.

400,000

7,129,335

Dollarama, Inc. (a)(d)

91,000

1,621,924

 

18,852,381

Specialty Retail - 0.0%

RONA, Inc. (a)

100,000

1,367,687

Textiles, Apparel & Luxury Goods - 0.7%

Gildan Activewear, Inc. (a)

1,300,000

22,882,209

TOTAL CONSUMER DISCRETIONARY

171,498,058

CONSUMER STAPLES - 2.5%

Beverages - 0.3%

Cott Corp. (a)

250,000

1,976,266

The Coca-Cola Co.

150,000

7,996,500

 

9,972,766

Food & Staples Retailing - 1.5%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

2,050,000

35,950,963

George Weston Ltd.

80,000

4,075,172

Shoppers Drug Mart Corp.

200,000

7,940,158

 

47,966,293

Food Products - 0.7%

General Mills, Inc.

130,000

8,569,600

Viterra, Inc. (a)(c)

1,509,300

14,356,365

 

22,925,965

TOTAL CONSUMER STAPLES

80,865,024

ENERGY - 27.8%

Energy Equipment & Services - 0.1%

Ensign Energy Services, Inc.

100,000

1,433,255

Precision Drilling Trust

400,000

2,593,157

 

4,026,412

Oil, Gas & Consumable Fuels - 27.7%

ARC Energy Trust unit

200,000

3,603,454

Baytex Energy Trust

100,000

2,447,246

 

Shares

Value

Cameco Corp.

1,250,000

$ 34,815,533

Canadian Natural Resources Ltd.

1,975,000

128,073,602

Canadian Oil Sands Trust

600,000

16,168,444

Crescent Point Energy Corp.

800,000

27,187,514

Crescent Point Energy Corp. (d)

83,400

2,834,298

Enbridge, Inc.

1,728,900

67,201,737

EnCana Corp.

2,100,000

116,359,607

Enerplus Resources Fund Series G

200,000

4,358,868

Imperial Oil Ltd.

900,000

33,827,400

Keyera Facilities Income Fund

850,000

15,573,718

Nexen, Inc.

1,600,000

34,398,116

Niko Resources Ltd.

390,000

31,550,076

Pacific Rubiales Energy Corp. (a)(c)

900,000

10,946,114

Penn West Energy Trust

800,000

13,261,301

PetroBakken Energy Ltd. Class A

872,978

25,169,112

Petrobank Energy & Resources Ltd. (a)

600,000

26,230,780

Progress Energy Resources Corp.

700,000

8,946,761

Suncor Energy, Inc.

5,307,600

176,062,236

Talisman Energy, Inc.

4,200,000

71,599,945

TransCanada Corp.

2,100,000

64,308,076

 

914,923,938

TOTAL ENERGY

918,950,350

FINANCIALS - 27.9%

Capital Markets - 0.7%

CI Financial Corp.

100,000

1,762,940

IGM Financial, Inc.

550,000

19,580,274

 

21,343,214

Commercial Banks - 19.7%

Bank of Montreal

1,909,300

88,266,665

Bank of Nova Scotia

2,300,000

96,112,112

Canadian Imperial Bank of Commerce

334,600

19,157,963

National Bank of Canada

1,000,000

52,075,541

Royal Bank of Canada

4,140,000

209,513,780

Toronto-Dominion Bank

3,265,000

185,977,005

 

651,103,066

Diversified Financial Services - 0.3%

Onex Corp. (sub. vtg.)

300,000

6,762,710

TMX Group, Inc.

145,000

3,883,271

 

10,645,981

Insurance - 5.2%

Fairfax Financial Holdings Ltd.
(sub. vtg.)

80,800

28,882,353

Intact Financial Corp.

150,000

4,557,418

Intact Financial Corp. (d)

241,100

7,325,290

Manulife Financial Corp.

3,400,000

63,739,207

Power Corp. of Canada (sub. vtg.)

1,400,000

32,968,555

Sun Life Financial, Inc.

1,200,000

33,168,029

 

170,640,852

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.2%

H&R Real Estate Investment Trust/H&R Finance Trust

50,000

$ 606,270

RioCan (REIT)

350,000

5,927,876

 

6,534,146

Real Estate Management & Development - 1.2%

Brookfield Asset Management, Inc.
Class A (c)

1,950,000

41,130,350

Thrifts & Mortgage Finance - 0.6%

Genworth MI Canada, Inc.

300,000

6,732,234

Home Capital Group, Inc.

350,000

11,797,571

 

18,529,805

TOTAL FINANCIALS

919,927,414

HEALTH CARE - 0.8%

Health Care Providers & Services - 0.2%

Medco Health Solutions, Inc. (a)

150,000

8,418,000

Health Care Technology - 0.5%

SXC Health Solutions Corp. (a)

360,000

16,519,740

Pharmaceuticals - 0.1%

Biovail Corp.

150,000

2,022,441

TOTAL HEALTH CARE

26,960,181

INDUSTRIALS - 5.3%

Aerospace & Defense - 0.9%

Bombardier, Inc. Class B (sub. vtg.)

6,200,000

25,135,522

CAE, Inc.

400,000

3,114,005

 

28,249,527

Airlines - 0.0%

WestJet Airlines Ltd. (a)

100,000

1,013,991

Commercial Services & Supplies - 0.2%

IESI-BFC Ltd.

500,000

6,418,248

Ritchie Brothers Auctioneers, Inc. (c)

83,920

1,839,526

 

8,257,774

Construction & Engineering - 0.9%

SNC-Lavalin Group, Inc.

715,000

28,887,888

Road & Rail - 3.1%

Canadian National Railway Co.

1,670,000

80,658,448

Canadian Pacific Railway Ltd.

500,000

21,655,816

 

102,314,264

Trading Companies & Distributors - 0.2%

Finning International, Inc.

500,000

7,369,442

TOTAL INDUSTRIALS

176,092,886

INFORMATION TECHNOLOGY - 4.1%

Communications Equipment - 1.8%

Research In Motion Ltd. (a)

1,040,000

61,079,209

 

Shares

Value

Computers & Peripherals - 0.3%

Apple, Inc. (a)

50,000

$ 9,425,000

Electronic Equipment & Components - 0.1%

Celestica, Inc. (sub. vtg.) (a)

450,000

3,706,885

Internet Software & Services - 0.7%

Open Text Corp. (a)

600,000

22,385,372

IT Services - 1.2%

CGI Group, Inc. Class A (sub. vtg.) (a)

3,290,000

40,166,043

TOTAL INFORMATION TECHNOLOGY

136,762,509

MATERIALS - 19.5%

Chemicals - 4.2%

Agrium, Inc.

580,000

26,963,291

Methanex Corp.

900,000

15,509,073

Potash Corp. of Saskatchewan, Inc.

1,035,000

96,450,893

 

138,923,257

Metals & Mining - 15.3%

Agnico-Eagle Mines Ltd. (Canada)

624,700

33,229,644

Barrick Gold Corp.

2,780,000

100,021,979

Eldorado Gold Corp. (a)

1,600,000

17,819,643

First Quantum Minerals Ltd.

250,000

17,089,163

Goldcorp, Inc.

3,000,000

110,209,170

HudBay Minerals, Inc. (a)

300,000

3,881,424

IAMGOLD Corp.

1,000,000

13,252,066

Inmet Mining Corp.

250,000

13,238,214

Ivanhoe Mines Ltd. (a)

1,400,000

15,075,034

Kinross Gold Corp.

2,150,000

39,908,575

Lundin Mining Corp. (a)

500,000

2,008,588

Osisko Mining Corp. (a)

400,000

2,696,588

Red Back Mining, Inc. (a)

100,000

1,294,732

Silver Wheaton Corp. (a)

1,775,900

22,304,327

Teck Resources Ltd. Class B (sub. vtg.) (a)

2,850,000

82,669,345

Yamana Gold, Inc.

2,700,000

28,624,463

 

503,322,955

Paper & Forest Products - 0.0%

Sino-Forest Corp. (a)

100,000

1,406,474

TOTAL MATERIALS

643,652,686

TELECOMMUNICATION SERVICES - 3.7%

Diversified Telecommunication Services - 1.8%

BCE, Inc.

2,300,000

54,990,996

Bell Aliant Regional Communication Income Fund

100,000

2,484,185

 

57,475,181

Wireless Telecommunication Services - 1.9%

Rogers Communications, Inc. Class B (non-vtg.)

2,150,000

63,039,664

TOTAL TELECOMMUNICATION SERVICES

120,514,845

Common Stocks - continued

Shares

Value

UTILITIES - 0.8%

Electric Utilities - 0.6%

Fortis, Inc.

800,000

$ 18,691,416

Multi-Utilities - 0.2%

Canadian Utilities Ltd. Class A (non-vtg.)

225,000

8,005,957

TOTAL UTILITIES

26,697,373

TOTAL COMMON STOCKS

(Cost $3,025,366,159)

3,221,921,326

Money Market Funds - 0.7%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.15% (b)(e)
(Cost $22,963,420)

22,963,420

22,963,420

Cash Equivalents - 0.3%

Maturity Amount

 

Investments in repurchase agreements in a joint trading account at 0.05%, dated 10/30/09 due 11/2/09 (Collateralized by U.S. Government Obligations) #
(Cost $10,499,000)

$ 10,499,048

10,499,000

TOTAL INVESTMENT PORTFOLIO - 98.6%

(Cost $3,058,828,579)

3,255,383,746

NET OTHER ASSETS - 1.4%

45,236,513

NET ASSETS - 100%

$ 3,300,620,259

Legend

(a) Non-income producing

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $11,781,512 or 0.4% of net assets.

(e) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$10,499,000 due 11/02/09 at 0.05%

BNP Paribas Securities Corp.

$ 1,935,652

Banc of America Securities LLC

1,981,474

Barclays Capital, Inc.

5,806,957

Deutsche Bank Securities, Inc.

774,917

 

$ 10,499,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 606,837

Fidelity Securities Lending Cash Central Fund

2,948,896

Total

$ 3,555,733

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy with the exception of Repurchase Agreements which are categorized as Level 2. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Income Tax Information

At October 31, 2009, the fund had a capital loss carryforward of approximately $260,471,096 of which $109,546,724 and $150,924,372 will expire on October 31, 2016 and 2017, respectively.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2009

 

 

 

Assets

Investment in securities, at value (including securities loaned of $21,614,198 and repurchase agreements of $10,499,000) - See accompanying schedule:

Unaffiliated issuers (cost $3,035,865,159)

$ 3,232,420,326

 

Fidelity Central Funds (cost $22,963,420)

22,963,420

 

Total Investments (cost $3,058,828,579)

 

$ 3,255,383,746

Foreign currency held at value (cost $1,053,639)

1,053,399

Receivable for investments sold

135,488,138

Receivable for fund shares sold

4,546,724

Dividends receivable

4,627,774

Distributions receivable from Fidelity Central Funds

306,357

Prepaid expenses

20,607

Other receivables

363,475

Total assets

3,401,790,220

 

 

 

Liabilities

Payable to custodian bank

$ 1,632,878

Payable for investments purchased

61,175,379

Payable for fund shares redeemed

5,044,542

Accrued management fee

2,024,250

Distribution fees payable

53,105

Notes payable to affliates

7,273,000

Other affiliated payables

883,229

Other payables and accrued expenses

120,158

Collateral on securities loaned, at value

22,963,420

Total liabilities

101,169,961

 

 

 

Net Assets

$ 3,300,620,259

Net Assets consist of:

 

Paid in capital

$ 3,419,053,592

Undistributed net investment income

26,298,051

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(340,971,696)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

196,240,312

Net Assets

$ 3,300,620,259

Statement of Assets and Liabilities - continued

 

October 31, 2009

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($83,014,893 ÷ 1,876,310 shares)

$ 44.24

 

 

 

Maximum offering price per share (100/94.25 of $44.24)

$ 46.94

Class T:
Net Asset Value
and redemption price per share ($17,727,268 ÷ 401,880 shares)

$ 44.11

 

 

 

Maximum offering price per share (100/96.50 of $44.11)

$ 45.71

Class B:
Net Asset Value
and offering price per share ($7,283,295 ÷ 166,758 shares)A

$ 43.68

 

 

 

Class C:
Net Asset Value
and offering price per share ($24,847,882 ÷ 569,904 shares)A

$ 43.60

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($3,149,790,916 ÷ 70,843,028 shares)

$ 44.46

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($17,956,005 ÷ 404,530 shares)

$ 44.39

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, 2009

Investment Income

 

 

Dividends

 

$ 73,930,160

Interest

 

5,115

Income from Fidelity Central Funds

 

3,555,733

 

 

77,491,008

Less foreign taxes withheld

 

(10,658,424)

Total income

 

66,832,584

 

 

 

Expenses

Management fee
Basic fee

$ 20,061,152

Performance adjustment

2,758,360

Transfer agent fees

8,292,313

Distribution fees

441,822

Accounting and security lending fees

1,227,319

Custodian fees and expenses

214,073

Independent trustees' compensation

20,026

Registration fees

146,592

Audit

72,676

Legal

14,151

Interest

1,585

Miscellaneous

63,440

Total expenses before reductions

33,313,509

Expense reductions

(925,110)

32,388,399

Net investment income (loss)

34,444,185

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(173,899,305)

Foreign currency transactions

(348,730)

Futures contracts

3,069,145

Total net realized gain (loss)

 

(171,178,890)

Change in net unrealized appreciation (depreciation) on:

Investment securities

538,225,902

Assets and liabilities in foreign currencies

(281,421)

Total change in net unrealized appreciation (depreciation)

 

537,944,481

Net gain (loss)

366,765,591

Net increase (decrease) in net assets resulting from operations

$ 401,209,776

Statement of Changes in Net Assets

 

Year ended
October 31,
2009

Year ended
October 31,
2008

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,444,185

$ 46,066,725

Net realized gain (loss)

(171,178,890)

(175,687,217)

Change in net unrealized appreciation (depreciation)

537,944,481

(2,181,002,870)

Net increase (decrease) in net assets resulting from operations

401,209,776

(2,310,623,362)

Distributions to shareholders from net investment income

(10,179,804)

(28,915,979)

Distributions to shareholders from net realized gain

-

(235,022,630)

Total distributions

(10,179,804)

(263,938,609)

Share transactions - net increase (decrease)

30,108,212

507,012,286

Redemption fees

779,120

3,308,433

Total increase (decrease) in net assets

421,917,304

(2,064,241,252)

Net Assets

Beginning of period

2,878,702,955

4,942,944,207

End of period (including undistributed net investment income of $26,298,051 and undistributed net investment income of $26,382,786, respectively)

$ 3,300,620,259

$ 2,878,702,955

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.20

$ 70.16

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .38

.39

.19

Net realized and unrealized gain (loss)

  5.72

(28.71)

15.96

Total from investment operations

  6.10

(28.32)

16.15

Distributions from net investment income

  (.07)

(.41)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  (.07)

(3.68)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 44.24

$ 38.20

$ 70.16

Total Return B,C,D

  16.08%

(42.23)%

29.93%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.42%

1.34%

1.23% A

Expenses net of fee waivers, if any

  1.42%

1.34%

1.23% A

Expenses net of all reductions

  1.39%

1.31%

1.22% A

Net investment income (loss)

  .98%

.69%

.63% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 83,015

$ 56,242

$ 20,912

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.10

$ 70.09

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .27

.23

.09

Net realized and unrealized gain (loss)

  5.73

(28.66)

15.99

Total from investment operations

  6.00

(28.43)

16.08

Distributions from net investment income

  -

(.33)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.60)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 44.11

$ 38.10

$ 70.09

Total Return B,C,D

  15.77%

(42.40)%

29.80%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.70%

1.63%

1.48% A

Expenses net of fee waivers, if any

  1.70%

1.63%

1.48% A

Expenses net of all reductions

  1.67%

1.60%

1.47% A

Net investment income (loss)

  .71%

.40%

.30% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 17,727

$ 14,963

$ 14,522

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 37.91

$ 69.88

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .08

(.06)

(.06)

Net realized and unrealized gain (loss)

  5.68

(28.54)

15.93

Total from investment operations

  5.76

(28.60)

15.87

Distributions from net investment income

  -

(.14)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.41)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 43.68

$ 37.91

$ 69.88

Total Return B,C,D

  15.22%

(42.68)%

29.41%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.19%

2.13%

2.00% A

Expenses net of fee waivers, if any

  2.19%

2.13%

2.00% A

Expenses net of all reductions

  2.16%

2.10%

1.99% A

Net investment income (loss)

  .21%

(.10)%

(.21)% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,283

$ 5,615

$ 4,078

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2009
2008
2007 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 37.84

$ 69.91

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .09

(.05)

(.04)

Net realized and unrealized gain (loss)

  5.66

(28.52)

15.94

Total from investment operations

  5.75

(28.57)

15.90

Distributions from net investment income

  -

(.27)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  -

(3.54)

-

Redemption fees added to paid in capital E

  .01

.04

.01

Net asset value, end of period

$ 43.60

$ 37.84

$ 69.91

Total Return B,C,D

  15.22%

(42.69)%

29.46%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.18%

2.13%

1.99% A

Expenses net of fee waivers, if any

  2.18%

2.13%

1.99% A

Expenses net of all reductions

  2.15%

2.10%

1.97% A

Net investment income (loss)

  .22%

(.10)%

(.15)% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 24,848

$ 16,716

$ 8,752

Portfolio turnover rate G

  123%

63%

42%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,
2009
2008
2007
2006
2005

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 38.37

$ 70.25

$ 49.48

$ 39.14

$ 31.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .48

.58

.52

.34

.20

Net realized and unrealized gain (loss)

  5.74

(28.83)

21.62

10.15

7.12

Total from investment operations

  6.22

(28.25)

22.14

10.49

7.32

Distributions from net investment income

  (.14)

(.40)

(.36)

(.16)

(.08)

Distributions from net realized gain

  -

(3.27)

(1.03)

(.01)

-

Total distributions

  (.14)

(3.67)

(1.39)

(.17)

(.08)

Redemption fees added to paid in capital B

  .01

.04

.02

.02

.03

Net asset value, end of period

$ 44.46

$ 38.37

$ 70.25

$ 49.48

$ 39.14

Total Return A

  16.40%

(42.06)%

46.03%

26.93%

23.11%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.17%

1.03%

.96%

1.00%

1.08%

Expenses net of fee waivers, if any

  1.17%

1.03%

.96%

1.00%

1.08%

Expenses net of all reductions

  1.13%

1.00%

.94%

.97%

1.04%

Net investment income (loss)

  1.24%

1.00%

.94%

.74%

.55%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,149,791

$ 2,776,298

$ 4,890,617

$ 3,136,927

$ 1,722,516

Portfolio turnover rate D

  123%

63%

42%

50%

24%

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 Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2009
2008
2007 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 38.31

$ 70.25

$ 54.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .49

.52

.25

Net realized and unrealized gain (loss)

  5.72

(28.78)

15.99

Total from investment operations

  6.21

(28.26)

16.24

Distributions from net investment income

  (.14)

(.45)

-

Distributions from net realized gain

  -

(3.27)

-

Total distributions

  (.14)

(3.72)

-

Redemption fees added to paid in capital D

  .01

.04

.01

Net asset value, end of period

$ 44.39

$ 38.31

$ 70.25

Total Return B,C

  16.40%

(42.11)%

30.09%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.17%

1.11%

1.01% A

Expenses net of fee waivers, if any

  1.17%

1.11%

1.01% A

Expenses net of all reductions

  1.14%

1.08%

.99% A

Net investment income (loss)

  1.23%

.92%

.83% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 17,956

$ 8,870

$ 4,064

Portfolio turnover rate F

  123%

63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2009

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Canada, 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.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, December 18, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of October 31, 2009, for the Fund's investments is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions taken by the Fund. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are 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), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 363,468,397

Gross unrealized depreciation

(247,414,070)

Net unrealized appreciation (depreciation)

$ 116,054,327

 

 

Tax Cost

$ 3,139,329,419

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 26,298,251

Capital loss carryforward

$ (260,471,096)

Net unrealized appreciation (depreciation)

$ 115,739,712

The tax character of distributions paid was as follows:

 

October 31, 2009

October 31, 2008

Ordinary Income

$ 10,179,804

$ 73,476,845

Long-term Capital Gains

-

190,461,764

Total

$ 10,179,804

$ 263,938,609

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares 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 FMR, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risk relative to those derivatives. This risk is further explained below:

Equity Risk

Equity risk is the risk that the value of financial instruments will fluctuate as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the stock market. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may include equity risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations.

At the end of the period, the Fund had no open futures contracts.

Annual Report

Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type

Realized
Gain (Loss)

Change in
Unrealized Gain (Loss)

Equity Risk

 

 

Futures Contracts

$ 3,069,145

$ -

Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)

$ 3,069,145

$ -

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $3,069,145 for futures contracts.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,390,397,181 and $3,368,325,269, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Canada, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% 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

-%

.25%

$ 147,305

$ 6,178

Class T

.25%

.25%

71,818

560

Class B

.75%

.25%

57,741

43,385

Class C

.75%

.25%

164,958

65,582

 

 

 

$ 441,822

$ 115,705

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, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 63,773

Class T

7,987

Class B*

16,151

Class C*

10,081

 

$ 97,992

* 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

7. 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 were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 178,893

.30

Class T

47,042

.33

Class B

18,791

.32

Class C

52,407

.32

Canada

7,962,759

.29

Institutional Class

32,421

.30

 

$ 8,292,313

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $5,692 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. Any open loans, including accrued interest, at period end are presented under the caption "Notes Payable to Affliliates" in the Fund's Statement of Assets and Liabilities. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 8,085,133

.44%

$ 1,467

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,432 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $2,948,896.

10. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $6,531,000. The weighted average interest rate was .65%. The interest expense amounted to $118 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

11. 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 $924,753 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 $357.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2009

2008

From net investment income

 

 

Class A

$ 107,700

$ 171,586

Class T

-

73,859

Class B

-

8,835

Class C

-

45,389

Canada

10,039,164

28,579,259

Institutional Class

32,940

37,051

Total

$ 10,179,804

$ 28,915,979

From net realized gain

 

 

Class A

$ -

$ 1,361,853

Class T

-

736,334

Class B

-

209,359

Class C

-

549,710

Canada

-

231,896,136

Institutional Class

-

269,238

Total

$ -

$ 235,022,630

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Class A

 

 

 

 

Shares sold

894,135

1,623,645

$ 37,345,647

$ 96,358,055

Reinvestment of distributions

3,241

24,107

102,525

1,454,159

Shares redeemed

(493,476)

(473,393)

(17,901,706)

(24,545,534)

Net increase (decrease)

403,900

1,174,359

$ 19,546,466

$ 73,266,680

Class T

 

 

 

 

Shares sold

153,535

281,102

$ 6,072,136

$ 16,813,582

Reinvestment of distributions

-

13,222

-

797,422

Shares redeemed

(144,414)

(108,759)

(5,034,459)

(5,550,777)

Net increase (decrease)

9,121

185,565

$ 1,037,677

$ 12,060,227

Class B

 

 

 

 

Shares sold

68,778

143,582

$ 2,732,178

$ 8,590,562

Reinvestment of distributions

-

2,917

-

175,839

Shares redeemed

(50,130)

(56,743)

(1,849,231)

(3,089,676)

Net increase (decrease)

18,648

89,756

$ 882,947

$ 5,676,725

Class C

 

 

 

 

Shares sold

311,799

454,502

$ 13,003,041

$ 27,139,418

Reinvestment of distributions

-

8,472

-

509,854

Shares redeemed

(183,651)

(146,400)

(6,643,635)

(7,449,898)

Net increase (decrease)

128,148

316,574

$ 6,359,406

$ 20,199,374

Canada

 

 

 

 

Shares sold

19,139,057

34,673,241

$ 774,158,834

$ 2,070,491,480

Reinvestment of distributions

306,492

3,970,249

9,628,844

239,922,156

Shares redeemed

(20,957,211)

(35,906,020)

(789,350,714)

(1,927,559,508)

Net increase (decrease)

(1,511,662)

2,737,470

$ (5,563,036)

$ 382,854,128

Annual Report

13. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2009

2008

2009

2008

Institutional Class

 

 

 

 

Shares sold

280,690

377,605

$ 11,718,786

$ 22,481,855

Reinvestment of distributions

737

4,721

23,131

285,066

Shares redeemed

(108,451)

(208,616)

(3,897,165)

(9,811,769)

Net increase (decrease)

172,976

173,710

$ 7,844,752

$ 12,955,152

14. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Canada 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 Canada Fund (a fund of Fidelity Investment Trust) at October 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Canada 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, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 18, 2009

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 223 funds advised by FMR or an affiliate. Mr. Curvey oversees 411 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (79)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (74)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (61)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Currently, Mr. Dirks serves as a member of the Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (56)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (65)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. Mr. Lautenbach is also a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (65)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (65)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (70)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (60)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (59)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present), and as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (65)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (40)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Brian B. Hogan (45)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as Senior Vice President, Equity Research of FMR (2006-present) and President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as a portfolio manager.

Eric M. Wetlaufer (47)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is a Director (2007-present), Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005).

Scott C. Goebel (41)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (40)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Vice President and Associate General Counsel of FMR LLC (2005-present), and is an employee of Fidelity Investments.

Holly C. Laurent (55)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (51)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (62)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (48)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds, Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009), and as Vice President of Business Analysis (2003-2004).

Bryan A. Mehrmann (48)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (42)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

John R. Hebble (51)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Paul M. Murphy (62)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (51)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

Institutional Class designates 60% and 47% of the dividend distributed on 12/05/2008 and 12/30/2008, respectively during the fiscal year as amounts which may be taken into account as a dividend for the 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

12/08/2008

$0.202

$0.074

Institutional Class

12/31/2008

$0.015

$0.000

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Canada Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2009 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. In response to last year's financial crisis, FMR took a number of actions intended to cut costs and improve efficiency without weakening the investment teams or resources. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure and broaden the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) contractually agreeing to reduce the management fee on Fidelity U.S. Bond Index Fund; and (iv) expanding Class A and Class T load waiver categories to increase rollover retention opportunities and create consistent policies across the classes.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2008, as available, the cumulative total returns of Fidelity Canada (retail class) and Class B of the fund, and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of Fidelity Canada (retail class) and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity Canada Fund


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The Board stated that the investment performance of Fidelity Canada (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance. The Board reviewed the year-to-date performance of Fidelity Canada (retail class) through May 31, 2009 and stated that it was lower than the fund's benchmark.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in 2008, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 16% means that 84% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Canada Fund


fid881

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2008. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity Canada (retail class) ranked below its competitive median for 2008 and the total expenses of Class T ranked above its competitive median for 2008. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Annual Report

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board created an Ad Hoc Committee (the "Committee") to analyze economies of scale. The Committee was formed to consider whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Committee, that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's compensation structure for portfolio managers and key personnel, including performance benchmarks used by Fidelity in evaluating incentive compensation for portfolio managers and research analysts; (iv) the structure and process of equity research and actions taken by FMR to improve the quality of research; (v) the selection of and compensation paid by FMR to fund sub-advisers; (vi) Fidelity's fee structures and rationale for recommending different fees among categories of funds; (vii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; (viii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; and (ix) explanations for the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, New York

fid247

ACANI-UANN-1209
1.843157.102

Fidelity Advisor
China Region Fund -
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2009

Class A, Class T, Class B, and Class C are
classes of Fidelity® China Region Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

We've seen a strong upswing in the global equity markets since last March, as signs of improvement in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/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, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2009

Past 1
year

Past 5
years

Past 10 years

Class A (incl. 5.75% sales charge) A, E

51.19%

13.87%

8.96%

Class T (incl. 3.50% sales charge) B, E

54.32%

14.31%

9.17%

Class B (incl. contingent deferred sales charge) C, E

54.16%

14.74%

9.48%

Class C (incl. contingent deferred sales charge) D, E

58.18%

14.97%

9.48%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

E Prior to September 1, 2000, the fund operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor China Region Fund - Class A, a class of the fund, on October 31, 1999 and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Golden Dragon Index performed over the same period. The initial offering of Class A took place on May 9, 2008. See above for additional information regarding the performance of Class A.


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Annual Report

Management's Discussion of Fund Performance

Market Recap: China region stocks posted exceptionally strong gains during the period, as government efforts to jump-start economic growth began to kick in and there were signs of stabilization in the area's export markets. For the 12 months ending October 31, 2009, the MSCI® Golden Dragon Index, a measure of market performance in Hong Kong, Taiwan and China, posted a return of 67.30%. Benefiting from a massive $586 billion economic stimulus package approved late in 2008, China showed a pattern of robust and accelerating economic growth, gaining 6.1% in the first quarter of 2009, 7.9% in the second quarter and 8.9% in the third quarter. Chinese stocks in the index responded by more than doubling, returning in excess of 102%. In Hong Kong, whose economy is less-regulated than China's, economic activity appeared to be bottoming but was constrained by muted domestic growth and tepid demand from the territory's trading partners. Nevertheless, Hong Kong stocks in the index recorded a return of almost 56%. Meanwhile, Taiwan was helped by improving - although still relatively modest - global demand for technology products and services. That said, the nation's stocks were held in check by delays in the long-awaited agreement between China and Taiwan to provide closer financial cooperation between the two countries. Taiwanese stocks in the index returned just under 50%.

Comments from Wilson Wong, Portfolio Manager of Fidelity Advisor China Region Fund: During the past year, the fund's Class A, Class T, Class B and Class C shares returned 60.41%, 59.92%, 59.16% and 59.18%, respectively (excluding sales charges), lagging the MSCI Golden Dragon Index. Weak stock selection in financials more than offset the benefits of overweighting that strong-performing sector. Unrewarding picks in materials and energy further detracted, as did our positioning in industrials. The fund's stake in thermal coal company China Shenhua Energy suffered early in the period amid fears of overcapacity, among other factors, and I trimmed the stock. Also detracting were Taiwan Semiconductor Manufacturing - a position I reduced; Hong Kong real estate stock Cheung Kong Holdings; China Life Insurance; and Taiwan-based Yuanta Financial Holding. Conversely, stock selection and an overweighting in consumer discretionary helped, as did underweighting utilities. Underweightings in information technology and telecommunication services produced lesser benefits. Chinese automakers Geely Automobile Holdings and Dongfeng Motor Group contributed. Taiwan-based touch-screen producer Young Fast Optoelectron - which I sold - also aided results, as did underweighting two Hong Kong-based utilities that I ultimately sold off entirely: CLP Holdings and Hong Kong Electric Holdings.

Note to shareholders: Fidelity Advisor China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2009, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

China Region

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on redemptions and 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, 2009 to October 31, 2009).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2009

Ending
Account Value
October 31, 2009

Expenses Paid
During Period
*
May 1, 2009 to
October 31, 2009

Class A

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 1,373.60

$ 8.50

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.22

Class T

1.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,371.40

$ 10.16

HypotheticalA

 

$ 1,000.00

$ 1,016.64

$ 8.64

Class B

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,368.00

$ 13.07

HypotheticalA

 

$ 1,000.00

$ 1,014.17

$ 11.12

Class C

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,368.60

$ 13.07

HypotheticalA

 

$ 1,000.00

$ 1,014.17

$ 11.12

China Region

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,374.90

$ 6.64

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 1,375.60

$ 6.59

HypotheticalA

 

$ 1,000.00

$ 1,019.66

$ 5.60

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

China Region

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2009

fid898

China

34.2%

 

fid900

Hong Kong

32.5%

 

fid902

Taiwan

22.3%

 

fid904

Cayman Islands

6.5%

 

fid906

Australia

1.4%

 

fid908

United States of America

1.2%

 

fid910

Bermuda

1.1%

 

fid912

United Kingdom

0.8%

 

fid96

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2009

fid898

Hong Kong

34.5%

 

fid900

China

33.9%

 

fid902

Taiwan

22.1%

 

fid904

Cayman Islands

5.4%

 

fid906

Singapore

3.8%

 

fid910

United States of America

0.2%

 

fid912

Bermuda

0.1%

 

fid108

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.8

99.8

Short-Term Investments and Net Other Assets

1.2

0.2

Top Ten Stocks as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Bank of China (H Shares) (Commercial Banks)

4.2

4.1

China Construction Bank Corp. (H Shares) (Commercial Banks)

3.7

2.7

Tencent Holdings Ltd. (Internet Software & Services)

3.4

2.1

Hong Kong Exchange & Clearing Ltd. (Diversified Financial Services)

3.2

3.0

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

3.2

5.4

China Life Insurance Co. Ltd. (H Shares) (Insurance)

3.1

5.2

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Electronic Equipment & Components)

3.0

3.1

Industrial & Commercial Bank of China Ltd. (H Shares) (Commercial Banks)

2.7

4.8

Yuanta Financial Holding Co. Ltd. (Capital Markets)

2.6

3.6

BOC Hong Kong Holdings Ltd. (Commercial Banks)

2.5

1.4

 

31.6

Market Sectors as of October 31, 2009

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

41.0

46.7

Information Technology

16.6

17.6

Consumer Discretionary

11.2

6.8

Industrials

9.2

6.8

Materials

8.0

2.1

Energy

6.7

7.0

Telecommunication Services

3.9

7.0

Consumer Staples

1.4

1.6

Health Care

0.5

0.0

Utilities

0.3

0.4

Annual Report

China Region

Investments October 31, 2009

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value

CONSUMER DISCRETIONARY - 11.2%

Auto Components - 1.1%

Cheng Shin Rubber Industry Co. Ltd.

4,077,500

$ 8,347,433

Minth Group Ltd.

5,302,000

5,506,106

Xinyi Glass Holdings Co. Ltd.

11,122,000

8,752,805

 

22,606,344

Automobiles - 1.7%

Dongfeng Motor Group Co. Ltd.(H Shares)

18,388,000

21,862,627

Geely Automobile Holdings Ltd.

2,055,000

743,059

Yulon Motor Co. Ltd.

12,428,000

13,848,988

 

36,454,674

Distributors - 2.5%

China Resources Enterprise Ltd.

5,734,000

19,080,347

Li & Fung Ltd.

8,432,000

35,069,238

 

54,149,585

Household Durables - 1.0%

Techtronic Industries Co. Ltd.

26,394,500

21,203,137

Multiline Retail - 2.2%

Far East Department Stores Co. Ltd.

6,833,820

6,994,156

Golden Eagle Retail Group Ltd.(H Shares) (c)

10,750,000

18,489,630

Maoye International Holdings Ltd.

58,700,000

15,603,589

New World Department Store China Ltd.

7,778,000

6,941,623

 

48,028,998

Specialty Retail - 0.8%

Esprit Holdings Ltd.

2,654,400

17,670,649

Textiles, Apparel & Luxury Goods - 1.9%

Bosideng International Holdings Ltd.

17,384,000

3,082,815

China Dongxiang Group Co. Ltd.

17,608,000

10,758,534

Li Ning Co. Ltd. (c)

1,277,500

3,466,061

Texwinca Holdings Ltd.

14,950,000

12,684,815

Weiqiao Textile Co. Ltd. (H Shares)

16,182,500

11,291,226

 

41,283,451

TOTAL CONSUMER DISCRETIONARY

241,396,838

CONSUMER STAPLES - 1.4%

Food & Staples Retailing - 0.7%

Dairy Farm International Holdings Ltd.

2,642,400

15,587,202

Personal Products - 0.7%

Hengan International Group Co. Ltd.

2,202,000

14,175,056

TOTAL CONSUMER STAPLES

29,762,258

ENERGY - 6.7%

Energy Equipment & Services - 0.3%

China Oilfield Services Ltd. (H Shares)

6,978,000

7,540,036

Oil, Gas & Consumable Fuels - 6.4%

China Petroleum & Chemical Corp.(H Shares)

28,928,000

24,533,659

 

Shares

Value

China Shenhua Energy Co. Ltd.(H Shares)

2,800,500

$ 12,563,653

CNOOC Ltd.

28,575,000

42,796,057

CNPC (Hong Kong) Ltd.

18,280,000

19,298,459

PetroChina Co. Ltd. (H Shares)

31,750,000

38,205,162

 

137,396,990

TOTAL ENERGY

144,937,026

FINANCIALS - 41.0%

Capital Markets - 2.6%

Yuanta Financial Holding Co. Ltd.

86,959,000

57,172,240

Commercial Banks - 17.6%

Bank of China (H Shares)

155,295,000

90,087,599

BOC Hong Kong Holdings Ltd.

23,592,000

54,307,435

China Citic Bank Corp. Ltd. Class H

9,155,000

6,853,104

China Construction Bank Corp. (H Shares)

92,550,000

79,792,344

China Merchants Bank Co. Ltd. (H Shares)

10,312,500

26,383,580

Chinatrust Financial Holding Co. Ltd.

33,511,601

20,054,290

E.Sun Financial Holdings Co. Ltd.

12,980,410

5,033,857

HSBC Holdings PLC (Hong Kong) (Reg.)

1,529,200

16,887,031

Industrial & Commercial Bank of China Ltd. (H Shares)

73,076,000

58,141,860

Mega Financial Holding Co. Ltd.

19,214,000

10,659,877

Sinopac Holdings Co. (a)

16,800,000

6,181,289

Taishin Financial Holdings Co. Ltd. (a)

12,911,000

5,033,825

Wing Hang Bank Ltd.

60,000

582,121

 

379,998,212

Diversified Financial Services - 4.4%

China Everbright Ltd.

6,844,000

16,134,389

Fubon Financial Holding Co. Ltd. (a)

8,665,000

9,579,022

Hong Kong Exchange & Clearing Ltd.

3,959,300

69,695,797

 

95,409,208

Insurance - 5.7%

Cathay Financial Holding Co. Ltd. (a)

17,733,000

30,296,093

China Life Insurance Co. Ltd. (H Shares)

14,469,000

66,527,812

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

2,604,500

22,826,116

Shin Kong Financial Holding Co. Ltd. (a)

10,251,000

4,155,117

 

123,805,138

Real Estate Management & Development - 10.7%

Cheung Kong Holdings Ltd.

2,991,000

37,960,644

China Overseas Land & Investment Ltd.

5,055,920

10,900,384

China Resources Land Ltd.

1,308,000

3,157,538

Farglory Land Development Co. Ltd.

2,381,000

4,765,810

Hang Lung Properties Ltd.

6,089,000

23,011,969

Henderson Land Development Co. Ltd.

3,008,000

21,266,176

Hysan Development Co. Ltd.

1,331,178

3,931,627

Kerry Properties Ltd.

2,398,000

13,370,988

New World Development Co. Ltd.

12,821,000

27,597,192

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Management & Development - continued

Shimao Property Holdings Ltd.

10,136,000

$ 18,828,961

Sino Land Co.

2,414,000

4,591,471

Sino-Ocean Land Holdings Ltd.

15,047,866

14,634,362

Sun Hung Kai Properties Ltd.

3,038,000

46,028,425

 

230,045,547

TOTAL FINANCIALS

886,430,345

HEALTH CARE - 0.5%

Health Care Providers & Services - 0.5%

Sinopharm Group Co. Ltd. Class H

3,005,200

10,661,674

INDUSTRIALS - 9.2%

Airlines - 0.3%

Air China Ltd. (H Shares) (a)

4,190,000

2,268,123

Cathay Pacific Airways Ltd.

2,256,000

3,655,430

 

5,923,553

Electrical Equipment - 0.9%

China High Speed Transmission Equipment Group Co. Ltd.

5,607,000

11,245,073

Dongfang Electric Corp. Ltd.

1,758,200

8,734,295

 

19,979,368

Industrial Conglomerates - 3.2%

Beijing Enterprises Holdings Ltd.

1,710,000

10,236,238

Far Eastern Textile Ltd.

17,520,420

20,583,168

Hutchison Whampoa Ltd.

3,080,000

21,618,727

Poly (Hong Kong) Investments Ltd.

2,883,000

3,295,210

Shanghai Industrial Holdings Ltd.

2,938,000

13,802,338

 

69,535,681

Machinery - 1.5%

China International Marine Containers Co. Ltd. (B Shares)

6,221,556

6,204,494

Haitian International Holdings Ltd.

11,892,000

5,276,073

Shanghai Zhenhua Port Machinery Co. Ltd. (B Shares)

1,930,160

1,597,360

Singamas Container Holdings Ltd.

57,306,000

10,875,961

Sinotruk Hong Kong Ltd.

1,308,000

1,555,324

Weichai Power Co. Ltd. (H Shares)

1,134,000

7,402,776

 

32,911,988

Marine - 1.7%

China Cosco Holdings Co. Ltd. (H Shares) (c)

12,502,000

15,409,175

Orient Overseas International Ltd.

1,585,000

7,733,455

Shun Tak Holdings Ltd. (c)

20,066,000

13,498,415

 

36,641,045

Transportation Infrastructure - 1.6%

China Merchant Holdings International Co. Ltd.

1,984,000

6,327,817

 

Shares

Value

Cosco Pacific Ltd.

5,588,000

$ 7,719,260

Zhejiang Expressway Co. Ltd. (H Shares)

23,680,000

20,141,217

 

34,188,294

TOTAL INDUSTRIALS

199,179,929

INFORMATION TECHNOLOGY - 16.6%

Communications Equipment - 0.9%

Vtech Holdings Ltd.

1,837,000

15,310,363

ZTE Corp. (H Shares)

445,820

2,470,447

 

17,780,810

Computers & Peripherals - 0.6%

Acer, Inc.

3,681,810

8,646,098

HTC Corp.

477,200

4,721,141

 

13,367,239

Electronic Equipment & Components - 7.8%

AU Optronics Corp.

7,798,090

6,889,141

BYD Co. Ltd. (H Shares) (a)(c)

2,130,800

19,508,581

Coretronic Corp.

14,192,000

15,480,923

Hon Hai Precision Industry Co. Ltd. (Foxconn)

16,478,225

64,301,168

Kingboard Chemical Holdings Ltd.

2,247,500

9,046,218

Kingboard Laminates Holdings Ltd.

16,712,500

11,688,622