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 811-03466

Fidelity Hanover Street 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:

December 31

 

 

Date of reporting period:

December 31, 2011

Item 1. Reports to Stockholders

Fidelity® Emerging Markets Debt
Central Fund

Annual Report

December 31, 2011

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.

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.

EMC-ANN-0212
1.926205.100

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. 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 take Fidelity® Emerging Markets Debt Central Fund's cumulative total return and show you what would have happened if Fidelity® Emerging Markets Debt Central Fund shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Emerging Markets Debt Central Fund on March 17, 2011, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the JPMorgan Emerging Markets Bond Index Global performed over the same period.

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Annual Report


Management's Discussion of Fund Performance

Market Recap: Emerging-markets debt made steady advances throughout the nine-month period ending December 31, 2011, beating many asset classes worldwide. The JPMorgan Emerging Markets Bond Index Global (EMBI Global) was up 7.37%, overcoming concern about the sovereign debt crisis in Europe to top most equity classes and other higher-risk fixed-income categories, such as U.S. high yield. A sharp decline in September threatened to dampen performance, but the trend was reversed the following month amid improved economic data and steady demand from yield-hungry investors. Looking at the more than 40 individual country components of the EMBI Global, Latin America produced many of the strongest performers. Venezuela led the way, advancing roughly 17%, despite political uncertainty stemming from the health of the nation's president. Mexico, the largest index constituent, gained roughly 12%, while Peru (+15%), Brazil (+13%) and Columbia (+12%) also fared well. Elsewhere, the Philippines and Indonesia advanced 11% and about 10%, respectively. The second-largest index component, Russia, saw a more muted gain, finishing up 3%, while Turkey, another sizable part of the index, posted a similar mark for the period. Only a few notable index components ended up in negative territory, with Argentina and the Ukraine each falling 8% and Hungary down 6%.

Comments from Jonathan Kelly, Portfolio Manager of Fidelity® Emerging Markets Debt Central Fund: From its inception on March 17, 2011, through December 31, 2011, the fund gained 5.18%, trailing the EMBI Global. The biggest detractor was an overweighting in Argentina, which lagged the index, although the negative impact was partially offset by strong security selection here. Our positioning in Brazil, the Ukraine and Mexico also hampered performance. I increased the fund's stake in strong-performing Mexico during the period, but still had lower average exposure than the index, which detracted. I modestly increased my allocation to the Ukraine, moving to a bigger overweighting, but this hurt due to that market's poor performance. Security selection in Russia, China and Turkey also had a negative impact on results, as did the fund's modest cash position in an exceptionally strong bond market. Conversely, contributors included a small out-of-index stake in U.S. Treasuries - used as a more liquid substitute for long-dated investment-grade sovereign debt - which I sold by period end, and underweightings in lagging markets Hungary, Poland, Turkey, Egypt and China. Additionally, I increased the fund's allocation to Venezuela during the period, and an average overweighting in this strong-performing country was beneficial.

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

Annual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2011 to December 31, 2011).

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. 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. 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.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
July 1, 2011

Ending
Account Value
December 31, 2011

Expenses Paid
During Period
*
July 1, 2011 to
December 31, 2011

Actual

.0143%

$ 1,000.00

$ 1,016.90

$ .07

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,025.13

$ .07

* 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


Investment Changes (Unaudited)

Top Five Countries as of December 31, 2011

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Venezuela

12.6

9.8

Mexico

7.5

6.7

Turkey

7.4

7.6

Argentina

7.3

9.1

Russia

6.4

7.5

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

Top Five Holdings as of December 31, 2011

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Venezuelan Republic

6.8

5.2

Turkish Republic

6.4

6.6

Russian Federation

5.8

7.2

Petroleos de Venezuela SA

5.8

4.6

Argentine Republic

4.9

6.7

 

29.7

Asset Allocation (% of fund's net assets)

As of December 31, 2011

As of June 30, 2011

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Corporate Bonds 30.4%

 

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Corporate Bonds 35.6%

 

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Government
Obligations 63.1%

 

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Government
Obligations 60.8%

 

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Supranational Obligations 0.0%

 

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Supranational Obligations 0.1%

 

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Preferred Securities 1.1%

 

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Preferred Securities 0.0%

 

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Other Investments 0.8%

 

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Other Investments 0.9%

 

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Short-Term
Investments and
Net Other Assets 4.6%

 

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Short-Term
Investments and
Net Other Assets 2.6%

 

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Annual Report


Investments December 31, 2011

Showing Percentage of Net Assets

Nonconvertible Bonds - 30.4%

 

Principal Amount (b)

Value

Argentina - 1.1%

Aeropuertos Argentina 2000 SA 10.75% 12/1/20 (d)

$ 239,040

$ 248,602

Empresa Distribuidora y Comercializadora Norte SA 9.75% 10/25/22 (d)

150,000

123,000

Pan American Energy LLC 7.875% 5/7/21 (d)

270,000

276,750

Transportadora de Gas del Sur SA 7.875% 5/14/17 (d)

567,000

518,805

YPF SA 10% 11/2/28

120,000

131,400

TOTAL ARGENTINA

1,298,557

Brazil - 1.7%

Banco Nacional de Desenvolvimento Economico e Social:

5.5% 7/12/20 (d)

150,000

162,750

6.5% 6/10/19 (d)

100,000

114,000

BFF International Ltd. 7.25% 1/28/20 (d)

250,000

275,625

Braskem Finance Ltd. 7% 5/7/20 (d)

355,000

380,738

Companhia de Saneamento Basico do Estado de Sao Paulo (SABESP) 6.25% 12/16/20 (d)

200,000

205,500

OGX Petroleo e Gas Participacoes SA 8.5% 6/1/18 (d)

200,000

196,000

Rearden G Holdings Eins GmbH 7.875% 3/30/20 (d)

225,000

223,313

Telemar Norte Leste SA 5.5% 10/23/20 (d)

150,000

148,500

Votorantim Cimentos SA 7.25% 4/5/41 (d)

200,000

194,000

TOTAL BRAZIL

1,900,426

British Virgin Islands - 0.3%

Arcos Dorados Holdings, Inc. 10.25% 7/13/16 (d)

BRL

600,000

330,077

Canada - 0.6%

Pacific Rubiales Energy Corp. 7.25% 12/12/21 (d)

545,000

546,363

Sino-Forest Corp. 6.25% 10/21/17 (d)

420,000

105,000

TOTAL CANADA

651,363

Cayman Islands - 1.3%

Fibria Overseas Finance Ltd. 7.5% 5/4/20 (d)

150,000

145,875

Odebrecht Finance Ltd. 7.5% (d)(e)

705,000

689,138

Petrobras International Finance Co. Ltd.:

6.875% 1/20/40

225,000

256,500

8.375% 12/10/18

255,000

309,825

TOTAL CAYMAN ISLANDS

1,401,338

Chile - 0.1%

Automotores Gildemeister SA 8.25% 5/24/21 (d)

165,000

168,300

Nonconvertible Bonds - continued

 

Principal Amount (b)

Value

Colombia - 0.1%

Emgesa SA ESP 8.75% 1/25/21 (d)

COP

$ 120,000,000

$ 66,856

Empresas Publicas de Medellin 8.375% 2/1/21 (d)

COP

172,000,000

93,697

TOTAL COLOMBIA

160,553

Dominican Republic - 0.1%

Cerveceria Nacional Dominicana C por A 16% 3/27/12 (d)

175,000

142,328

Egypt - 0.2%

African Export-Import Bank 8.75% 11/13/14

200,000

214,500

El Salvador - 0.5%

Telemovil Finance Co. Ltd. 8% 10/1/17 (d)

500,000

510,000

Georgia - 0.1%

Georgian Railway Ltd. 9.875% 7/22/15

150,000

149,250

Indonesia - 0.5%

PT Adaro Indonesia 7.625% 10/22/19 (d)

125,000

136,875

PT Pertamina Persero:

5.25% 5/23/21 (d)

235,000

239,700

6.5% 5/27/41 (d)

200,000

205,500

TOTAL INDONESIA

582,075

Ireland - 0.5%

SCF Capital Ltd. 5.375% 10/27/17 (d)

200,000

172,000

VIP Finance Ireland Ltd. 7.748% 2/2/21 (d)

200,000

170,500

Vnesheconombank Via VEB Finance PLC 6.8% 11/22/25 (d)

175,000

169,313

TOTAL IRELAND

511,813

Kazakhstan - 0.7%

Development Bank of Kazakhstan JSC 5.5% 12/20/15 (d)

200,000

197,000

Zhaikmunai Finance BV 10.5% 10/19/15 (d)

600,000

582,000

TOTAL KAZAKHSTAN

779,000

Luxembourg - 2.8%

Alrosa Finance SA:

(Reg. S) 8.875% 11/17/14

350,000

378,875

7.75% 11/3/20 (d)

200,000

199,000

Aquarius Investments Luxemburg 8.25% 2/18/16

200,000

199,000

EVRAZ Group SA 8.25% 11/10/15 (d)

350,000

351,750

MHP SA 10.25% 4/29/15 (d)

345,000

307,050

Nonconvertible Bonds - continued

 

Principal Amount (b)

Value

Luxembourg - continued

RSHB Capital SA 6% 6/3/21 (d)

$ 200,000

$ 175,000

Steel Capital SA Ln Partner Net Program 6.25% 7/26/16 (d)

275,000

256,438

T2 Capital Finance Co. SA 6.95% 2/6/17 (Reg. S) (c)

250,000

248,750

TMK Capital SA 7.75% 1/27/18

200,000

170,500

Vimpel Communications 8.25% 5/23/16 (Reg. S) (Issued by UBS Luxembourg SA for Vimpel Communications)

810,000

805,950

TOTAL LUXEMBOURG

3,092,313

Mexico - 3.3%

Alestra SA de RL de CV 11.75% 8/11/14

525,000

580,125

Gruma SAB de CV 7.75% (Reg. S) (e)

350,000

350,000

Kansas City Southern de Mexico SA de CV 12.5% 4/1/16

404,000

468,640

Petroleos Mexicanos:

5.5% 1/21/21

225,000

244,688

6% 3/5/20

225,000

253,688

6.5% 6/2/41

150,000

168,750

6.5% 6/2/41 (d)

165,000

184,800

6.625% (d)(e)

1,030,000

1,035,150

8% 5/3/19

200,000

249,500

TV Azteca SA de CV 7.5% 5/25/18 (Reg. S)

200,000

200,500

TOTAL MEXICO

3,735,841

Mongolia - 0.1%

Trade & Development Bank of Mongolia LLC 8.5% 10/25/13

150,000

142,500

Multi-National - 0.6%

Eastern and Southern African Trade and Development Bank 6.875% 1/9/16 (Reg. S)

200,000

182,000

International Bank for Reconstruction & Development 8.2% 12/12/12

NGN

80,000,000

465,804

TOTAL MULTI-NATIONAL

647,804

Netherlands - 3.5%

DTEK Finance BV 9.5% 4/28/15 (d)

225,000

204,975

HSBK (Europe) BV:

7.25% 5/3/17 (d)

400,000

387,000

9.25% 10/16/13 (d)

425,000

444,125

Intergas Finance BV 6.375% 5/14/17 (Reg. S)

125,000

126,250

Nonconvertible Bonds - continued

 

Principal Amount (b)

Value

Netherlands - continued

KazMunaiGaz Finance Sub BV:

6.375% 4/9/21 (d)

$ 200,000

$ 200,000

7% 5/5/20 (d)

325,000

341,250

8.375% 7/2/13 (d)

225,000

236,475

9.125% 7/2/18 (d)

375,000

432,188

11.75% 1/23/15 (d)

350,000

409,500

Majapahit Holding BV:

7.75% 1/20/20 (d)

250,000

290,000

8% 8/7/19 (d)

175,000

204,750

Metinvest BV 10.25% 5/20/15 (d)

225,000

212,175

VimpelCom Holdings BV 7.5043% 3/1/22 (d)

480,000

403,200

TOTAL NETHERLANDS

3,891,888

Pakistan - 0.7%

Pakistan Mobile Communications Ltd. 8.625% 11/13/13 (d)

800,000

744,000

Paraguay - 0.4%

BBVA Paraguay SA 9.75% 2/11/16 (d)

375,000

393,750

Philippines - 1.0%

Development Bank of Philippines 8.375% (e)(f)

485,000

518,950

National Power Corp. 6.875% 11/2/16 (d)

150,000

170,625

Power Sector Assets and Liabilities Management Corp.:

7.25% 5/27/19 (d)

200,000

241,000

7.39% 12/2/24 (d)

200,000

243,000

TOTAL PHILIPPINES

1,173,575

Russia - 0.6%

MTS International Funding Ltd. 8.625% 6/22/20 (d)

575,000

617,435

Trinidad & Tobago - 0.2%

Petroleum Co. of Trinidad & Tobago Ltd. (Reg. S) 6% 5/8/22

218,750

214,375

Turkey - 0.8%

Akbank T.A.S. 5.125% 7/22/15 (d)

375,000

360,938

Turkiye Garanti Bankasi A/S 2.9092% 4/20/16 (d)(f)

400,000

358,500

Turkiye Is Bankasi A/S 5.1% 2/1/16 (d)

200,000

194,000

TOTAL TURKEY

913,438

United Kingdom - 1.1%

Afren PLC 11.5% 2/1/16 (d)

200,000

196,000

Biz Finance PLC 8.375% 4/27/15 (Reg. S)

425,000

367,625

Nonconvertible Bonds - continued

 

Principal Amount (b)

Value

United Kingdom - continued

The State Export-Import Bank of Ukraine JSC 5.7928% 2/9/16 (Issued by Credit Suisse First Boston International for The State Export-Import Bank of Ukraine JSC) (c)

$ 375,000

$ 251,250

Vedanta Resources PLC 6.75% 6/7/16 (d)

455,000

382,200

TOTAL UNITED KINGDOM

1,197,075

United States of America - 1.7%

Braskem America Finance Co. 7.125% 7/22/41 (d)

155,000

150,350

NII Capital Corp.:

7.625% 4/1/21

160,000

158,400

10% 8/15/16

200,000

227,000

Pemex Project Funding Master Trust:

5.75% 3/1/18

380,000

415,150

6.625% 6/15/35

635,000

714,375

Southern Copper Corp. 6.75% 4/16/40

245,000

245,760

TOTAL UNITED STATES OF AMERICA

1,911,035

Venezuela - 5.8%

Petroleos de Venezuela SA:

4.9% 10/28/14

1,600,000

1,252,000

5% 10/28/15

215,000

152,650

5.375% 4/12/27

1,315,000

641,063

5.5% 4/12/37

1,025,000

489,438

8% 11/17/13

355,000

336,363

8.5% 11/2/17 (d)

3,275,000

2,472,625

12.75% 2/17/22 (d)

1,295,000

1,084,563

TOTAL VENEZUELA

6,428,702

TOTAL NONCONVERTIBLE BONDS

(Cost $34,814,729)


33,903,311

Government Obligations - 63.1%

 

Argentina - 6.2%

Argentine Republic:

discount (with partial capitalization through 12/31/13) 8.28% 12/31/33

980,350

713,205

2.5% 12/31/38 (c)

625,000

220,313

7% 9/12/13

2,165,000

2,117,430

7% 10/3/15

2,695,000

2,464,877

Government Obligations - continued

 

Principal Amount (b)

Value

Argentina - continued

City of Buenos Aires 12.5% 4/6/15 (d)

$ 925,000

$ 973,563

Provincia de Cordoba 12.375% 8/17/17 (d)

350,000

294,000

Provincia de Neuquen Argentina 7.875% 4/26/21 (d)

135,000

136,350

TOTAL ARGENTINA

6,919,738

Bahamas (Nassau) - 0.2%

Bahamian Republic 6.95% 11/20/29 (d)

225,000

252,000

Bahrain - 0.2%

Bahrain Kingdom 5.5% 3/31/20

200,000

189,000

Belarus - 1.0%

Belarus Republic:

8.75% 8/3/15 (Reg. S)

1,150,000

996,245

8.95% 1/26/18

200,000

172,000

TOTAL BELARUS

1,168,245

Bermuda - 0.1%

Bermuda Government 5.603% 7/20/20 (d)

150,000

166,875

Brazil - 2.3%

Banco Nacional de Desenvolvimento Economico e Social 6.369% 6/16/18 (d)

230,000

258,405

Brazilian Federative Republic:

7.125% 1/20/37

205,000

283,413

8.25% 1/20/34

195,000

294,450

8.75% 2/4/25

125,000

186,563

8.875% 10/14/19

110,000

152,900

10.125% 5/15/27

500,000

832,500

12.25% 3/6/30

320,000

609,600

TOTAL BRAZIL

2,617,831

Colombia - 2.4%

Colombian Republic:

4.375% 7/12/21

400,000

428,000

7.375% 1/27/17

225,000

274,500

7.375% 3/18/19

200,000

252,500

7.375% 9/18/37

425,000

595,000

10.375% 1/28/33

510,000

864,450

11.75% 2/25/20

200,000

315,000

TOTAL COLOMBIA

2,729,450

Congo - 0.4%

Congo Republic 3% 6/30/29 (c)

570,000

404,700

Government Obligations - continued

 

Principal Amount (b)

Value

Croatia - 1.1%

Croatia Republic:

6.375% 3/24/21 (d)

$ 450,000

$ 411,750

6.625% 7/14/20 (d)

475,000

442,938

6.75% 11/5/19 (d)

400,000

381,000

TOTAL CROATIA

1,235,688

Dominican Republic - 0.8%

Dominican Republic:

1.5522% 8/30/24 (f)

250,000

218,125

7.5% 5/6/21 (d)

450,000

446,625

9.04% 1/23/18 (d)

191,271

208,485

TOTAL DOMINICAN REPUBLIC

873,235

El Salvador - 0.8%

El Salvador Republic:

7.375% 12/1/19 (d)

150,000

162,000

7.625% 2/1/41 (d)

150,000

150,000

7.65% 6/15/35 (Reg. S)

225,000

229,500

7.75% 1/24/23 (Reg. S)

175,000

189,875

8.25% 4/10/32 (Reg. S)

100,000

108,500

TOTAL EL SALVADOR

839,875

Gabon - 0.2%

Gabonese Republic 8.2% 12/12/17 (d)

150,000

171,750

Georgia - 0.4%

Georgia Republic 6.875% 4/12/21 (d)

445,000

458,350

Ghana - 0.8%

Ghana Republic:

8.5% 10/4/17 (d)

200,000

217,000

14.99% 3/11/13

GHS

1,100,000

675,432

TOTAL GHANA

892,432

Hungary - 1.0%

Hungarian Republic:

4.75% 2/3/15

155,000

141,050

6.25% 1/29/20

250,000

223,750

6.375% 3/29/21

424,000

377,360

7.625% 3/29/41

406,000

355,250

TOTAL HUNGARY

1,097,410

Government Obligations - continued

 

Principal Amount (b)

Value

Indonesia - 3.5%

Indonesian Republic:

4.875% 5/5/21 (d)

$ 400,000

$ 428,000

5.875% 3/13/20 (d)

425,000

481,313

6.625% 2/17/37 (d)

275,000

333,438

6.875% 1/17/18 (d)

350,000

412,125

7.75% 1/17/38 (d)

550,000

743,875

8.5% 10/12/35 (Reg. S)

450,000

649,125

11.625% 3/4/19 (d)

550,000

812,625

TOTAL INDONESIA

3,860,501

Iraq - 0.8%

Republic of Iraq 5.8% 1/15/28 (Reg. S)

1,050,000

861,000

Jordan - 0.2%

Jordanian Kingdom 3.875% 11/12/15

200,000

188,500

Lebanon - 0.8%

Lebanese Republic:

4% 12/31/17

786,000

776,175

5.15% 11/12/18

100,000

99,000

TOTAL LEBANON

875,175

Lithuania - 0.9%

Lithuanian Republic:

5.125% 9/14/17 (d)

125,000

122,500

6.125% 3/9/21 (d)

320,000

320,416

6.75% 1/15/15 (d)

190,000

198,550

7.375% 2/11/20 (d)

325,000

352,625

TOTAL LITHUANIA

994,091

Mexico - 4.2%

United Mexican States:

5.125% 1/15/20

702,000

803,790

5.625% 1/15/17

294,000

337,365

5.75% 10/12/2110

421,000

448,365

5.95% 3/19/19

302,000

358,927

6.05% 1/11/40

836,000

1,022,010

6.5% 6/10/21

MXN

4,905,000

354,974

6.75% 9/27/34

615,000

804,113

7.5% 4/8/33

200,000

281,000

8.3% 8/15/31

190,000

284,525

TOTAL MEXICO

4,695,069

Government Obligations - continued

 

Principal Amount (b)

Value

Namibia - 0.2%

Namibia Republic of 5.5% 11/3/21 (d)

$ 250,000

$ 254,375

Nigeria - 0.3%

Republic of Nigeria 6.75% 1/28/21 (d)

350,000

364,000

Pakistan - 0.6%

Islamic Republic of Pakistan 7.125% 3/31/16 (d)

875,000

662,813

Peru - 1.5%

Peruvian Republic:

3% 3/7/27 (c)

350,000

301,000

5.625% 11/18/50

275,000

298,375

7.35% 7/21/25

175,000

232,313

8.75% 11/21/33

570,000

870,675

TOTAL PERU

1,702,363

Philippines - 2.4%

Philippine Republic:

6.375% 1/15/32

150,000

177,570

6.5% 1/20/20

225,000

268,875

7.5% 9/25/24

100,000

127,000

7.75% 1/14/31

245,000

328,300

9.5% 2/2/30

530,000

814,239

9.875% 1/15/19

195,000

270,563

10.625% 3/16/25

415,000

653,625

TOTAL PHILIPPINES

2,640,172

Poland - 0.9%

Polish Government:

3.875% 7/16/15

150,000

151,500

5.125% 4/21/21

245,000

248,969

6.375% 7/15/19

500,000

555,000

TOTAL POLAND

955,469

Qatar - 0.4%

State of Qatar:

3.125% 1/20/17 (d)

265,000

267,650

5.75% 1/20/42 (d)

220,000

237,600

TOTAL QATAR

505,250

Russia - 5.8%

Russian Federation:

7.5% 3/31/30 (Reg. S)

4,237,625

4,921,138

Government Obligations - continued

 

Principal Amount (b)

Value

Russia - continued

Russian Federation: - continued

11% 7/24/18 (Reg. S)

$ 190,000

$ 259,350

12.75% 6/24/28 (Reg. S)

775,000

1,321,375

TOTAL RUSSIA

6,501,863

Senegal - 0.2%

Republic of Senegal 8.75% 5/13/21 (d)

200,000

198,000

Serbia - 1.7%

Republic of Serbia 6.75% 11/1/24 (d)

2,010,667

1,890,027

Sri Lanka - 1.0%

Democratic Socialist Republic of Sri Lanka:

6.25% 10/4/20 (d)

450,000

448,875

6.25% 7/27/21 (d)

200,000

198,500

7.4% 1/22/15 (d)

425,000

439,875

TOTAL SRI LANKA

1,087,250

Turkey - 6.6%

Export Credit Bank of Turkey 5.375% 11/4/16 (d)

200,000

197,000

Turkish Republic:

0% 2/20/13

TRY

790,000

370,944

5.125% 3/25/22

220,000

210,100

5.625% 3/30/21

325,000

327,438

6% 1/14/41

200,000

188,760

6.75% 4/3/18

500,000

545,000

6.75% 5/30/40

500,000

515,000

6.875% 3/17/36

875,000

910,000

7% 9/26/16

450,000

494,100

7.25% 3/15/15

325,000

353,763

7.25% 3/5/38

575,000

626,750

7.375% 2/5/25

800,000

903,040

7.5% 7/14/17

500,000

563,150

7.5% 11/7/19

400,000

454,520

11.875% 1/15/30

425,000

692,750

TOTAL TURKEY

7,352,315

Ukraine - 3.8%

Ukraine Financing of Infrastructure Projects State Enterprise 8.375% 11/3/17 (d)

500,000

415,000

Ukraine Government:

6.25% 6/17/16 (d)

575,000

503,125

6.385% 6/26/12 (d)

1,425,000

1,410,750

Government Obligations - continued

 

Principal Amount (b)

Value

Ukraine - continued

Ukraine Government: - continued

6.75% 11/14/17 (d)

$ 325,000

$ 279,500

6.875% 9/23/15 (d)

425,000

381,438

7.65% 6/11/13 (d)

810,000

778,653

7.75% 9/23/20 (d)

300,000

259,500

7.95% 2/23/21 (d)

300,000

263,250

TOTAL UKRAINE

4,291,216

United Arab Emirates - 0.1%

United Arab Emirates 7.75% 10/5/20 (Reg. S)

150,000

158,250

Uruguay - 0.9%

Uruguay Republic:

7.875% 1/15/33 pay-in-kind

350,000

489,124

8% 11/18/22

393,750

538,453

TOTAL URUGUAY

1,027,577

Venezuela - 6.8%

Venezuelan Republic:

oil recovery rights 4/15/20 (g)

5,800

158,050

6% 12/9/20

350,000

213,500

7% 3/31/38

300,000

173,250

7.75% 10/13/19 (Reg. S)

550,000

393,250

8.5% 10/8/14

365,000

339,450

9% 5/7/23 (Reg. S)

1,450,000

1,022,250

9.25% 9/15/27

950,000

684,000

9.25% 5/7/28 (Reg. S)

635,000

439,738

9.375% 1/13/34

510,000

350,625

10.75% 9/19/13

520,000

525,200

11.75% 10/21/26 (Reg. S)

590,000

488,225

11.95% 8/5/31 (Reg. S)

1,095,000

897,900

12.75% 8/23/22

1,640,000

1,480,100

13.625% 8/15/18

385,000

377,300

TOTAL VENEZUELA

7,542,838

Vietnam - 1.6%

Vietnamese Socialist Republic:

1.3258% 3/12/16 (f)

215,217

182,935

4% 3/12/28 (c)

1,100,000

902,000

Government Obligations - continued

 

Principal Amount (b)

Value

Vietnam - continued

Vietnamese Socialist Republic: - continued

6.75% 1/29/20 (d)

$ 125,000

$ 125,625

6.875% 1/15/16 (d)

550,000

566,500

TOTAL VIETNAM

1,777,060

TOTAL GOVERNMENT OBLIGATIONS

(Cost $70,243,807)


70,401,753

Sovereign Loan Participations - 0.8%

 

Indonesia - 0.8%

Indonesian Republic loan participation Goldman Sachs 1.25% 12/14/19 (f)
(Cost $847,493)

888,889


835,556

Preferred Securities - 1.1%

 

 

 

 

Brazil - 0.6%

Globo Comunicacoes e Participacoes SA 6.25% (c)(d)(e)

600,000

638,087

Cayman Islands - 0.5%

CSN Islands XII Corp. 7% (Reg. S) (e)

600,000

576,923

TOTAL PREFERRED SECURITIES

(Cost $1,226,969)


1,215,010

Money Market Funds - 2.7%

Shares

 

Fidelity Cash Central Fund, 0.11% (a)
(Cost $3,048,746)

3,048,746


3,048,746

TOTAL INVESTMENT PORTFOLIO - 98.1%

(Cost $110,181,744)

109,404,376

NET OTHER ASSETS (LIABILITIES) - 1.9%

2,132,356

NET ASSETS - 100%

$ 111,536,732

Currency Abbreviations

BRL

-

Brazilian real

COP

-

Colombian peso

GHS

-

Ghana Cedi

MXN

-

Mexican peso

NGN

-

Nigerian naira

TRY

-

New Turkish Lira

Legend

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

(b) Principal amount is stated in United States dollars unless otherwise noted.

(c) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate 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 $41,738,618 or 37.4% of net assets.

(e) Security is perpetual in nature with no stated maturity date.

(f) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(g) Quantity represents share amount.

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

$ 3,834

Other Information

The following is a summary of the inputs used, as of December 31, 2011, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Corporate Bonds

$ 33,903,311

$ -

$ 33,437,507

$ 465,804

Government Obligations

70,401,753

-

69,759,768

641,985

Sovereign Loan Participations

835,556

-

-

835,556

Preferred Securities

1,215,010

-

1,215,010

-

Money Market Funds

3,048,746

3,048,746

-

-

Total Investments in Securities:

$ 109,404,376

$ 3,048,746

$ 104,412,285

$ 1,943,345

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

Investments in Securities:

Corporate Bonds

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(36,670)

Cost of Purchases

500,793

Proceeds of Sales

-

Amortization/Accretion

1,681

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 465,804

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2011

$ (36,670)

Government Obligations

Beginning Balance

$ -

Total Realized Gain (Loss)

1,094

Total Unrealized Gain (Loss)

(24,081)

Cost of Purchases

686,384

Proceeds of Sales

(23,913)

Amortization/Accretion

2,501

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 641,985

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2011

$ (24,081)

Sovereign Loan Participations

Beginning Balance

$ -

Total Realized Gain (Loss)

5,328

Total Unrealized Gain (Loss)

(11,937)

Cost of Purchases

950,000

Proceeds of Sales

(111,111)

Amortization/Accretion

3,276

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 835,556

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at December 31, 2011

$ (11,937)

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

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

AAA,AA,A

2.5%

BBB

26.9%

BB

27.7%

B

26.9%

Not Rated

11.4%

Short-Term Investments and Net Other Assets

4.6%

 

100.0%

We have used ratings from Moody's Investors Service, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. All ratings are as of the date indicated and do not reflect subsequent changes.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

  

December 31, 2011

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $107,132,998)

$ 106,355,630

 

Fidelity Central Funds (cost $3,048,746)

3,048,746

 

Total Investments (cost $110,181,744)

 

$ 109,404,376

Cash

 

105,940

Foreign currency held at value (cost $11,550)

11,550

Receivable for investments sold

65,627

Receivable for fund shares sold

53,094

Interest receivable

2,105,289

Distributions receivable from Fidelity Central Funds

186

Total assets

111,746,062

 

 

 

Liabilities

Payable for investments purchased

$ 116,482

Payable for fund shares redeemed

90,275

Other payables and accrued expenses

2,573

Total liabilities

209,330

 

 

 

Net Assets

$ 111,536,732

Net Assets consist of:

 

Paid in capital

$ 112,004,834

Undistributed net investment income

316,410

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

(6,159)

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

(778,353)

Net Assets, for 11,179,827 shares outstanding

$ 111,536,732

Net Asset Value, offering price and redemption price per share ($111,536,732 ÷ 11,179,827 shares)

$ 9.98

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

Annual Report

Financial Statements - continued

Statement of Operations

  

For the period March 17, 2011 (commencement of operations) to December 31, 2011

 

  

  

Investment Income

  

  

Dividends

 

$ 91,284

Interest

 

5,473,179

Income from Fidelity Central Funds

 

3,834

Total income

 

5,568,297

 

 

 

Expenses

Custodian fees and expenses

$ 13,985

Independent trustees' compensation

460

Total expenses before reductions

14,445

Expense reductions

(609)

13,836

Net investment income (loss)

5,554,461

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

403,010

Foreign currency transactions

(4,783)

Total net realized gain (loss)

 

398,227

Change in net unrealized appreciation (depreciation) on:

Investment securities

(777,368)

Assets and liabilities in foreign currencies

(985)

Total change in net unrealized appreciation (depreciation)

 

(778,353)

Net gain (loss)

(380,126)

Net increase (decrease) in net assets resulting from operations

$ 5,174,335

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

Annual Report

Statement of Changes in Net Assets

  

For the period March 17, 2011 (commencement of operations) to December 31, 2011

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 5,554,461

Net realized gain (loss)

398,227

Change in net unrealized appreciation (depreciation)

(778,353)

Net increase (decrease) in net assets resulting
from operations

5,174,335

Distributions to shareholders from net investment income

(5,186,060)

Distributions to shareholders from net realized gain

(437,070)

Total distributions

(5,623,130)

Share transactions
Proceeds from sales of shares

112,048,525

Reinvestment of distributions

5,623,130

Cost of shares redeemed

(5,686,128)

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

111,985,527

Total increase (decrease) in net assets

111,536,732

 

 

Net Assets

Beginning of period

$ -

End of period (including undistributed net investment income of $316,410)

$ 111,536,732

Other Information

Shares

Sold

11,187,337

Issued in reinvestment of distributions

559,700

Redeemed

(567,210)

Net increase (decrease)

11,179,827

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

Annual Report

Financial Highlights

Period ended December 31,

2011 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .526

Net realized and unrealized gain (loss)

  (.017)

Total from investment operations

  .509

Distributions from net investment income

  (.489)

Distributions from net realized gain

  (.040)

Total distributions

  (.529)

Net asset value, end of period

$ 9.98

Total Return B, C

  5.18%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .02% A

Expenses net of fee waivers, if any

  .02% A

Expenses net of all reductions

  .02% A

Net investment income (loss)

  6.61% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 111,537

Portfolio turnover rate F

  55% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period March 17, 2011 (commencement of operations) to December 31, 2011.

H Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. 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 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 December 31, 2011

1. Organization.

Fidelity Emerging Markets Debt Central Fund (the Fund) is a non-diversified fund of Fidelity Hanover Street 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. Shares of the Fund are only offered to other investment companies and accounts managed by Fidelity Management & Research Company (FMR), or its affiliates (the Investing Funds).

2. Investments in Fidelity Central Funds.

The Fund invests 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 do not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) 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 (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of December 31, 2011 for the Fund's investments, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds, foreign government and government agency obligations, preferred securities and sovereign loan participations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions.

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

Annual Report

3. Significant Accounting Policies - continued

New Accounting Pronouncements. In May 2011, the Financial Accounting Standards Board issued Accounting Standard Update No. 2011-04, Fair Value Measurement (Topic 820) - Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. The update is effective during interim and annual periods beginning after December 15, 2011 and will result in additional disclosure for transfers between levels as well as expanded disclosure for securities categorized as Level 3 under the fair value hierarchy.

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

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

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange 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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from other 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. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required. As of December 31, 2011, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. A fund's tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Dividends are declared and recorded daily and paid monthly from net investment income. Distributions from realized gains, if any, are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the Fund claimed a portion of the payment made to redeeming Shareholders as a distribution for income tax purposes.

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

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

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3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 2,650,479

Gross unrealized depreciation

(3,175,461)

Net unrealized appreciation (depreciation) on securities and other investments

$ (524,982)

 

 

Tax Cost

$ 109,929,358

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

Undistributed ordinary income

$ 57,807

Net unrealized appreciation (depreciation)

$ (525,967)

The tax character of distributions paid was as follows:

 

December 31, 2011

Ordinary Income

$ 5,623,130

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.

Loans and Other Direct Debt Instruments. The Fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments, including revolving credit facilities, that obligate the Fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $137,714,992 and $31,694,226, respectively.

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Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. FMR Co., Inc. (FMRC), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. Pursuant to the Fund's management contract with FMRC, FMR pays FMRC a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees, and certain exceptions such as interest expense.

7. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $460.

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 $149.

8. 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, mutual funds managed by FMR or an affiliate were the owners of record of all of the outstanding shares of the Fund.

9. Credit Risk.

The Fund's relatively large investment in countries with limited or developing capital markets may involve greater risks than investments in more developed markets and the prices of such investments may be volatile. The yields of emerging market debt obligations reflect, among other things, perceived credit risk. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of the Fund's investments and the income they generate, as well as the Fund's ability to repatriate such amounts.

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Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Hanover Street Trust and the Shareholders of Fidelity Emerging Markets Debt Central Fund:

In our opinion, the accompanying statements 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 Emerging Markets Debt Central Fund (a fund of Fidelity Hanover Street Trust) at December 31, 2011, the results of its operations, the changes in its net assets, and the financial highlights for the period March 17, 2011 (commencement of operations) to December 31, 2011, 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 Emerging Markets Debt Central Fund's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit 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 audit, which included confirmation of securities at December 31, 2011 by correspondence with the custodian and brokers provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Boston, Massachusetts

February 15, 2012

Annual Report


Trustees and Officers

The Trustees, Members of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 226 funds advised by FMR or an affiliate. Mr. Curvey oversees 429 funds advised by FMR or an affiliate.

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

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

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

Annual Report

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

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

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

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Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

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 Occupations and Other Relevant Experience+

James C. Curvey (76)

 

Year of Election or Appointment: 2007

Mr. Curvey is Trustee and Acting Chairman of the Board of Trustees of certain Trusts. Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Ronald P. O'Hanley (54)

 

Year of Election or Appointment: 2011

Mr. O'Hanley is Director of FMR Co., Inc. (2010-present), Director of Fidelity Investments Money Management, Inc. (2010-present), Director of Fidelity Research & Analysis Company (2010-present), President of Fidelity Asset Management and Corporate Services and a member of Fidelity's Executive Committee (2010-present). Previously, Mr. O'Hanley served as President and Chief Executive Officer of BNY Mellon Asset Management (2007-2010). Mr. O'Hanley also served as Vice Chairman of Bank New York Mellon Corp. and a member of that firm's Executive Committee. Prior to the 2007 merger of The Bank of New York and Mellon Financial Corporation, he was Vice Chairman of Mellon Financial Corporation and President and Chief Executive Officer of Mellon Asset Management. He joined Mellon in February 1997. Mr. O'Hanley currently serves as Chairman of the Boston Public Library Foundation Board of Directors and sits on the Board of Directors of Beth Israel Deaconess Medical Center, the Board of Trustees of the Marine Biological Laboratory and the Advisory Board of the Maxwell School of Citizenship and Public Administration at Syracuse University. Mr. O'Hanley also chairs the Council on Asset Management for the Financial Services Roundtable and is a member of the Board of Directors of Institutional Investor's U.S. Institute.

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

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

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Trustees and Officers - continued

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (63)

 

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). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (58)

 

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 Dave & Buster's, Inc. (restaurant and entertainment complexes, 2010-present), The Hillman Companies, Inc. (hardware wholesalers, 2010-present), and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is a member of the Board of Trustees of The National Parks Conservation Association (2006-present). Previously, Mr. Lacy served as Chairman of the Board of Trustees of the National Parks Conservation Association (2008-2011) and as a member of the Board of Directors for the Western Union Company (global money transfer, 2006-2011).

Ned C. Lautenbach (67)

 

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 currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, LLC (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (67)

 

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 Group plc. (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).

Robert W. Selander (61)

 

Year of Election or Appointment: 2011

Previously, Mr. Selander served as a Member of the Advisory Board of Fidelity's Equity and High Income Funds (2011), Executive Vice Chairman (2010), Chief Executive Officer (2009-2010), and President and Chief Executive Officer (1997-2009) of Mastercard, Inc.

Cornelia M. Small (67)

 

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 (72)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). 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 Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), 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, LLC (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 (62)

 

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 (61)

 

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). 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 member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior 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

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

Advisory Board Members and Executive Officers:

Correspondence intended for each executive officer, Edward C. Johnson 3d, and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (81)

 

Year of Election or Appointment: 2011

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC, and also serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as a Trustee and Chairman of the Board of certain Fidelity Trusts, Chairman and a Director of FMR, Chairman and a Director of FMR Co., Inc., and President of FMR LLC (2006-2007).

Peter S. Lynch (67)

 

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 (42)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (47)

 

Year of Election or Appointment: 2009

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

Thomas C. Hense (47)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (43)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary of Fidelity Investments Money Management, Inc. (FIMM) (2010-present) and Fidelity Research and Analysis Company (FRAC) (2010-present); Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolios (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); employed by FMR LLC or an affiliate (2001-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), and Fidelity Management & Research (U.K.) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (42)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (57)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (53)

 

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 (64)

 

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 (50)

 

Year of Election or Appointment: 2009

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

Joseph F. Zambello (54)

 

Year of Election or Appointment: 2011

Deputy Treasurer of the Fidelity funds. Mr. Zambello is an employee of Fidelity Investments. Previously, Mr. Zambello served as Vice President of FMR's Program Management Group (2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Adrien E. Deberghes (44)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Vice President and Assistant Treasurer of Fidelity Rutland Square Trust II and Fidelity Commonwealth Trust II (2011-present), Assistant Treasurer of other Fidelity funds (2010-present), and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (53)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as President (2011-present), Treasurer, and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (53)

 

Year of Election or Appointment: 2005

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

Jonathan Davis (43)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is also Assistant Treasurer of Fidelity Rutland Square Trust II and Fidelity Commonwealth Trust II. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report


Distributions (Unaudited)

The Board of Trustees of Fidelity Emerging Markets Debt Central Fund voted to pay on February 13, 2012, to shareholders of record at the opening of business on February 10, 2012, a distribution of $0.002 per share derived from capital gains realized from sales of portfolio securities.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are $0.472 and $0.000, respectively for the dividends paid during the fiscal year.

The fund will notify shareholders in January 2012 of amounts for use in preparing 2011 income tax returns.

Annual Report

Item 2. Code of Ethics

As of the end of the period, December 31, 2011, Fidelity Hanover Street Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Joseph Mauriello is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Mr. Mauriello is independent for purposes of Item 3 of Form N-CSR.  

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by PricewaterhouseCoopers LLP ("PwC") in each of the last two fiscal years for services rendered to Fidelity Emerging Markets Debt Central Fund (the "Fund"):

Services Billed by PwC

December 31, 2011 FeesA,B

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

 

Fidelity Emerging Markets Debt Central Fund

$49,000

$-

$3,200

$-

December 31, 2010 FeesA,B

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

 

Fidelity Emerging Markets Debt Central Fund

$-

$-

$-

$-

A Amounts may reflect rounding.

B Fidelity Emerging Markets Debt Central Fund commenced operations on March 17, 2011.

The following table presents fees billed by PwC that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Fund and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund ("Fund Service Providers"):

Services Billed by PwC

 

December 31, 2011A,B

December 31, 2010A,B

Audit-Related Fees

$3,845,000

$2,505,000

Tax Fees

$-

$-

All Other Fees

$-

$510,000

A Amounts may reflect rounding.

B May include amounts billed prior to the fund's commencement of operations.

"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

"All Other Fees" represent fees billed for services provided to the fund or Fund Service Provider, a significant portion of which are assurance related, that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by PwC for services rendered to the Fund, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Fund are as follows:

Billed By

December 31, 2011 A,B

December 31, 2010 A,B

PwC

$5,055,000

$5,010,000

A Amounts may reflect rounding.

B May include amounts billed prior to the fund's commencement of operations.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC to Fund Service Providers to be compatible with maintaining the independence of PwC in its audit of the Fund, taking into account representations from PwC, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Fund and its related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The trust's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Fund's last two fiscal years relating to services provided to (i) the Fund or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Fund.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

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

Item 11. Controls and Procedures

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

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

Item 12. Exhibits

(a)

(1)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

 

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

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

Fidelity Hanover Street Trust

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

February 27, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

February 27, 2012

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

February 27, 2012